Spidey Vs The Forces Of Evil
by CMR Rosa
Summary: It's hard enough being Spiderman on a normal day. But when he wind up hosting a magical princess from another dimension who just wants to have fun, being Spiderman goes from tough to nearly impossible. Especially once she knows your secret.
1. Chapter 1 Star comes to Queens

**Disclaimer: Spider-Man is own by Marvel, while Star vs. the Forces of Evil is own by Disney.**

* * *

Chapter 1: Star comes to Queens

If Peter Parker was late to school one more time, he had a feeling his aunt was actually going to lose her marbles. To be fair, it wasn't actually his fault; but tell New York City's criminal population that one of their most despised foes had to be to school by 7:45 or risk getting detention. That and the fact that his aunt didn't know he was the guy zipping around in a red and blue spider costume…well, let's just say that him being late to school wasn't really the worst thing that could happen.

He ducked under the spray of bullets from the one guy's gun (how original) and flipped off of the car in front of him, wincing as the sound of shattered glass hit his ear drums. Hope the owner of that car had insurance.

The three he was up against had, for some reason, decided an early morning heist was the best time for doing anything criminal. Granted, most people were half dead in New York until they had access to a solid black cup of coffee, but that didn't mean it was a good idea to be out robbing convenience stores in broad daylight.

The webbing curled out from his wrist and swiped up their guns in a heartbeat, before they could even think to fire again, and Peter deposited them on the ground without any kind of ceremony. "You done yet?" he deadpanned, glancing pointedly at the cops behind him.

Two of them had the sense to put their hands up, but the third sneered and drew out a knife-a knife- from his pocket. Peter yawned, both from exhaustion and boredom, and had the weapon in his grasp in a matter of seconds. He spun the blade lazily, watching with appreciation as the sharp tip glinted in the sunlight "How about now?" he asked.

Hands up, Peter turned, accepted a donut from one of the cops, and flew off to school, dusting the city with powdered sugar. He heard the school bell as he got closer and groaned, dropping to the ground behind a building to change and then sprint to the school.

He was hoping to be able to slide in through the doors unnoticed, but wouldn't you know it, there's a dusty old math teacher acting as hall monitor standing practically in front of the entrance. Despite every plea that he made that being sent to the office instead of class was, in fact, worse for his education, he still found himself being shoved through the doors, a late slip in hand.

The secretary glanced up at him and his slip, unamused, and nodded back to the principal's office with a roll of her eyes. Peter did so compliantly, knowing that she didn't get paid enough to deal with his whining, and rounded the corner, only to find Jackie Lynn Thomas and Janna Ordonia playing what looked like Uno outside of Principal Skeeves' office. He frowned, tilting his head. "What are you guys doing here?"

They glanced up just as Janna put down a red four, giving warm smiles to Peter. "Waiting to talk to Skeeves about my student travel program this summer," Jackie answered, retaliating with a skip and a five. "Late again?"

Peter smiled sheepishly. "Yeah."

Janna grinned, wiggling her eyebrows suggestively and slapping down a draw four. "Me too. We can be detention buddies."

Peter rolled his eyes, about to retaliate, when Skeeves popped his head from the office, a frown on his face. His gaze landed on Peter like he had sensed him there from the beginning and he gestured him in, holding up a finger to Janna and Jackie before ducking back in. Peter shrugged at them vaguely and followed the principal, stopping dead in his tracks.

Aunt May was sitting opposite of Skeeves.

"What uh…what…?"

Skeeves shut him up with the wave of a hand, sinking down behind his desk. "You're not in trouble."

Peter opened his mouth to protest otherwise, the detention slip still folded in his hands, but thought better of it. As he took a seat next to Aunt May, he finally noticed the fourth person in the room, curled up in the chair furthest from the desk and closest to the window. A suitcase rested next to her seat, and she was gazing out the glass at the parking lot like it was Mount Olympus. "So…what-?"

"You're taking in a new exchange student!" Skeeves said in delight, as if he hadn't just dropped a bomb on Peter's head.

Okay, maybe that was an exaggeration. But one more person in the household meant one more person who could potentially learn his secret, which meant one more person who could get hurt because of him. Peter side eyed the girl with a hesitant frown, lifting an eyebrow. "Oh?"

Aunt May clapped him on the shoulder, a grin on her face. "Peter, this is Star! She needed somewhere to stay, and since we have room, I thought it would be nice to have another person in the house!"

Star (what kind of name was Star?) turned away from the window and gave him a bubbly grin. Peter jolted a little at the tiny images of hearts on her cheeks; did she have tattoos, or were they just remarkably shaped birthmarks? "Nice to meet you Peter! Star Butterfly!"

She stuck an eager hand out, bouncing up from the chair, and Peter found himself taking it slowly. He was at least a good foot taller than her, so she kind of shrank under him. She couldn't be too much younger than him, though, if she was in the high-school's exchange program. "Uh…hi. Where're you from?"

"Mewni!"

Peter had no idea where that might even conceivably be, but before he could ask, Aunt May was turning to Skeeves and collecting paperwork and information that she needed for Star. As they walked out, Skeeves tossed out a casual, "See you in detention, Peter!" that had the teen cringing in defeat.

Aunt May shot him a frown. "Detention again?" she asked, giving a polite wave to Jackie and Janna as they shuffled past them. "How many times is that in the last two weeks, Peter?"

He winced. "Like…seven? I was just late!"

"You leave forty-five minutes before school every day, I don't know how you could be late!"

Peter swallowed and glanced at Star, who didn't seem to be paying much attention to their argument. Her gaze was focused with rapt attention on the pictures that were scattered through the halls. "Are you staying for classes?" he asked politely.

Star jolted and turned her gaze to him, smile reigniting. "Oh! No, I'm going home with your mom."

Peter flinched, noticing the way Aunt May grimaced as well. "Aunt," he supplied weakly.

Star frowned but didn't pry, for which he was grateful. "Aunt, then. I'm coming to school tomorrow. Maybe we'll be in some of the same classes!"

"How old are you?" he asked, mentally running through his schedule in his head.

"Fourteen."

Peter hummed thoughtfully. "A year younger than me, then. We might have some of the same extra curriculars, though."

The bell rang and students began swarming the halls, jostling past their tiny group with muttered apologies. Peter lifted his crumpled detention slip in the air, shooting a smile at his aunt. "Gotta go. Don't need another one of these."

He pressed a kiss to her cheek, waved goodbye to Star, and darted off before he could get a final lecture.

* * *

When he finally, finally got out of detention and managed to escape Janna's platonic flirting, he slipped into his costume and flung himself in the direction of home. Not even halfway there, he heard a bunch of screeching, shouts, and crashing metal, and he ducked in that direction, letting his web carry him seamlessly through the air in time to watch a subway car go careening down the rails. The screeching was the wheels of the cars at the intersections; Peter spotted more than one fender bender, but no one looked seriously hurt, so he went after the subway car, flinging himself in through the entrance and scaring the living daylights out of the conductor. "What's wrong?" he demanded.

The conductor flailed helplessly at the monitor. "I don't know!" he sobbed. "It's stuck somehow!"

"Of course it is," Peter muttered, flipping out the window without a second thought and crawling around and under the car to check and see if he could find the problem manually. Sure enough, one of the brakes was loose, and he was able to secure it with a bit of webbing.

"Try it now!" he hollered up to the conductor once he had gone topside again.

The brakes shrieked in protest as the man yanked on the controls, and though the cart was slowing, it was still moving at what was practically a sprint, so Peter flung his hands out, stringing webs between the electrical rails on either side of the subway cart. It drifted to a crawl and, the moment it finally stopped all together, Peter tipped an imaginary hat at the conductor and removed himself from the scene as quickly as possible.

As much as he enjoyed helping people out, he sometimes felt as if he were in a sitcom what with how many clichéd situations the city got itself into. Seriously, runaway subway cars? How comic book-esque. Still, there was something to be said for clichéd problems: they always had clichéd solutions.

He swung himself in through his bedroom window and changed out of his costume, dropping his bag out on his bed and rifling through his papers to make it look like he had been home a while. He wiped a smug of dirt off his face, grabbed a granola bar and took a chunk out of it, and left the room with his half finished math homework in hand. "Hey Aunt May! I have a question!"

Star and May looked up in surprise when Peter walked into the living room, where they were busy setting out tea. "Peter!" May declared. "When did you get home?"

"Couple minutes ago. You guys seemed busy on whatever you were doing so I just went to my room. How you settling in, Star?"

The girl shook off her confusion and gave him a bright smile. "Not bad! Your aunt gave me the guest room right between you and your sister. You didn't tell me you had a sister!" she squealed.

Peter gave a smile at the mention of Theresa. "Yeah. She's ten. She'll be home later, she's at…karate, right Aunt May?"

The woman hummed, thinking for a moment before nodding. "Yes, karate. Can't have people walking around the streets of New York City without protection," she laughed, setting down the teapot she had been holding.

Star pointed at the television, where Peter could see the news running. "You guys have this spider person though, don't you? That's awesome! He's like…a superhero! We had a guy like that back on Mewni, except he wasn't a spider person, he was a warnicorn. And he couldn't shoot webs, just rainbow lasers."

Peter blinked, trying to process everything Star had just said. "Uh…what?"

Star glanced up at him, waving a hand like she just hadn't explained something quite as thoroughly as she could have. "Oh, warnicorns. War unicorns!"

"I'm…yeah, okay, but…where are you from, again?"

Her smile brightened and she bounced to her feet, pulling what looked like a child's wand off of the arm chair next to them. "I'm from Mewni! I'm the princess of Mewni, actually!"

"You're…a princess."

"Yes!"

"Oooookay. And uh…where is Mewni, again?"

"It's in a different dimension."

Peter bit back a laugh in favor of looking at his aunt pleadingly. Had they just agreed to let a psycho stay at their house? He got enough of delusional people in his day to day life, he did not need someone sharing the same roof as him. Aunt May just gave a tiny smile and turned back to putting out afternoon snacks for when Theresa got home. "A different dimension," he repeated, looking at Star, his eyebrows furrowed.

She nodded, her smile still bright. "Yup! And my parents wanted to send me to Earth, to train to use my magic so that one day I could become the queen!"

Peter groaned internally. Magic, he believed in. Or at least, the idea of it. He'd seen too many crazy things in his short life not to. Hell, he had spider powers! To be fair, those were easily explained by science, but some of the people he met and knew…well…some things were better left unquestioned. But there was a fine line between science that acts like magic and straight up fairy tales and unicorns magic. He had a feeling Star wasn't talking about the first one.

"Magic," he managed to get out.

She bobbed her head, pigtails flopping uselessly, and held up the wand. "Magic!"

"Right. Well, if you don't mind, I'll be in my room doing homework."

Aunt May straightened, a frown on her face and a look in her eyes that was clearly telling Peter to sit his ass down at the table and enjoy tea with their new house guest. Peter smiled apologetically and bolted, shutting his door rapidly and leaning back against it with a sigh of relief. Sweet, sweet freedom.

He began pacing, scuffing at his carpet every few seconds with a frown on his face. Why did he have to always deal with the crazies? Supervillains, fangirls and fanboys, all kinds of people who just either didn't understand personal space or didn't quite get the concept of reality. To be fair, Star didn't seem that odd. If anything, she was just…a fangirl without the fan.

"Like that makes sense," Peter muttered, kicking at his bed frame halfheartedly.

The sound of the front door opening and closing reached his ears and he perked up at the sound of Theresa's voice.

Though he and his sister fought on a regular basis, as most siblings do, Peter loved his sister to death. She was the only other person in the world that knew he was Spiderman (though her finding that out had not been his intention at all) and she kept it a steadfast secret, so long as he brought her little trinkets from his calmer battles. He had gotten a couple of autographs for her (she was a big fan of the Hulk, for reasons Peter couldn't fathom), but she understood that his life would be much worse if people knew.

Having Star in the house might actually be good for her, Peter reasoned with himself. She'd have someone to keep her company if he was late getting home, and there was only a four year age gap between her and Star. Of course, Theresa wasn't really into the dress up and magic and stuff that she had been into when she was younger, so maybe Star-

The sound of something blowing up in the living room sent Peter scrambling for the door, sprinting down the hall in time to see Theresa giggle and pick up a puppy (where the heck had those come from?) off the floor. He lowered his hands, dropping his middle and ring fingers from where they had been hovering over his wrists, and shot a befuddled look at the litter of tiny dogs in the middle of the room. "What in the-?"

One of them yapped and bright red lasers promptly shot from it's eyes, slicing Peter's shirt sleeve and burning a tiny pinprick of a hole into the wall behind him. He yelped, slapping his hand over his smoking sleeve and shot a glare at Star. "What is going on?" he demanded.

Star smiled sheepishly. "Sorry, Peter. They're just puppies! I didn't uh…I didn't intend for the lasers to happen."

"She's a magic princess, Peter!" Theresa cried in delight, bouncing over to her brother and dumping the dog she had been holding into his arms. He fumbled with the creature for a moment, a little terrified about having something with laser eyes near his bare skin, but eventually settled once he realized the dog was just hanging out.

Peter glanced up in time to see Theresa touch Star's wand in fascination. "Theresa!" he snapped, scaring the puppy in his arms enough to cause it to zap his fingers and jump from his grasp to the floor. He hissed and shook his hand, looking at the girls in irritation. "Don't touch whatever that is," he scolded. "Look, I don't know what kind of experiments you were performing on these dogs, but we can't have pets here anyway, let alone ones that shoot laser beams from their eyes!"

Star frowned. "Experiments? No, Peter, they're-"

"Just…we could get kicked out if they're here. You know that, Theresa."

Theresa slumped and nodded, stepping away from Star and ducking her head. "He's right," she admitted, though she sounded reluctant about saying it. "We could."

Star slumped. "They weren't experiments. And I…don't really know how to make them go away."

"What?"

Star waved her wand thing around, jabbering some kind of sentence that Peter couldn't make head nor tail of. Sparks shot off from the wand, aimed at the puppies, and for a moment, the living room was centered in a white glow. When it died, all the dogs were still there, but now they were all wearing collars. Star threw her hands up. "See!"

Peter looked from the wand to the dogs to the collars and back to the wand. "You're really…"

"A magical princess," Theresa confirmed, a shit eating grin on her face at the thought of her sibling being proven wrong. "Yup. Told you so."

Peter blinked and took a step back, sinking into the chair behind him and glancing around. Not able to process much else, he asked the first wuestion that came to mind. "Where's Aunt May?"

"Ran out for milk and cheese for the pasta tonight," Theresa informed him. "She was waiting for me to get home first so that Star wouldn't be all alone, since someone locked himself in his room."

"I didn't lock myself in!" Peter protested.

Star collapsed on the couch across from them, swinging her legs against the pale lavender couch covers and staring at the floor with a frown. "Sorry I didn't explain it well when we first met," she said, glancing up and trying for an apologetic smile. "Hey! Do you think maybe that Spider guy would want a partner?"

Unfortunately for Theresa, the girl had just started taking a sip of lukewarm tea when Star asked. It came spewing from her mouth and nose in choked laughter, and Peter scowled in her general direction as she cleaned the mess up, still cackling. Star just looked confused, her eyebrows furrowed and her smile a little more forced. "Did I…say something funny?"

Theresa snorted, choking for another moment before managing to speak. "The spider guy isn't really a 'team player,'" she got out, putting finger quotes up in the air.

Peter frowned. "I wouldn't say that. He's just…picky, is all. Nothing wrong with being picky."

"There is when you're a big jackwad about it."

Star's eyebrows had lifted into her hairline. "Sooo…you think he'd say no, then."

"Oh probably," Theresa said, eyes rolling and foot stepping a little too hard on Peter's to be an accident. "He's a real snot."

"He is not!" Peter yelped, looking at Star a little aggressively. He softened at her startled gaze. "I just…he might be concerned about your intentions, is all. You…are from another universe. He'd probably be suspicious of you."

"Like you are."

Peter flushed. "Well…um…that is to say-"

Star snorted. "I'm kidding! Well…if I proved to him that I just want to help and have fun, you think then he might want me as a partner? Fighting monsters in your world would be so cool!"

Theresa started choking again, her cheeks rosy, and Peter nudged her with a scowl. "It all depends, really," he admitted.

Before Star could ask any more questions and before Theresa could continue choking and drowning in her tea, Aunt May walked in, grocery bag in hand, only to be surrounded at the heels by the puppies. "Oh!" she cried, struggling not to step on them.

Peter leapt from his seat and stretched, taking the paper bag from her and taking it to the kitchen table while May knelt, patting the dogs in delight. "Well aren't they precious!" she cooed. "Star, I'm sorry, but we can't keep them. Ordinance says-"

"You know," Theresa mused as Peter returned from the kitchen. "Ordinance doesn't have to know about the dogs. They aren't even real Earth dogs, really."

One of the puppies zapped it's laser eyes as if to prove it, and Aunt May shot a surprised look at Star. The girl smiled sheepishly. "Sorry, Mrs. Parker. I can't get them to go away."

May pursed her lips and scratched one of the dogs on the head absentmindedly. "You know Theresa," she hummed. "You're absolutely right."

After twenty minutes of arguing and trying to get the puppies to stop with their laser vision, May ordered Peter to take Star around the city while walking the dogs. Though Theresa protested, she still had homework to do, so Star and Peter snuck the dogs out the back of the building and set off on their tour, Star walking the dogs and Peter gesturing vaguely around the neighborhood.

"This is Lou," he said, nodding to the hot dog vendor at the street corner that he usually stopped at when he walked home normally. "Makes great dogs."

"Oh, me too!" Star said in delight, glancing down at the puppies.

Peter bit back an annoyed groan and an eye roll and smiled at Lou as they walked past, waving. "Not the same thing," he hissed from the corner of his mouth. "Normal people on Earth don't have super powers."

"What about that spider guy?"

"Spiderman," Peter corrected, exasperated. "And he…well, it's more science than it is magic like yours."

"Science?"

Peter stopped dead in his tracks and stared at Star in disbelief. "You don't have science on Mewni?"

She shrugged, stopping to let the dogs sniff at a sign post. "Maybe we call it something different. Can you explain it?"

Peter frowned. How did one explain science to someone who had never heard of it before? Human children learned it as they grew up, so they all kind of understood it from the get go. "Well…there's different kinds of science," he started out slowly, gesturing Star forwards as the crosswalk sign blinked for them to go. She stayed close by while he pondered, not wanting to get lost.

"Like there's different kinds of magic?" she questioned, skipping around a piece of sidewalk gum.

Peter didn't know about that, but he decided to go with it. "Kind of?" he tried. "So like…when you're talking about bones and stuff, like in people, that's anatomy. But when you talk about what chemical components people and animals and stuff are made up of, that's biology. Or like…things we know about space, the stars, the galaxy…that's astronomy. Stuff like that."

Star hesitated. "Well yeah, but that doesn't tell me what science is, silly! Just sounds like you're describing everything. And what does the sky have to do with the spider guy?"

"Man. Spiderman. And it's…ugh, it's complicated," Peter groaned. He rubbed his forehead, struggling to find a better way to answer her question, when suddenly they heard a shriek. Before he could even move, Star had thrust the dog's leashes into his hands and was running towards the yell, her wand at the ready. Without hesitating, Peter took off after her, the dogs yapping in excitement at his feet.

He rounded the corner to find Star soothing a little girl stuck in a tree (cliché, of course; at least it wasn't a cat, Peter reasoned), clinging to one of the branches with her face streaked in tears. She was too high up to climb to, and Peter couldn't do anything in broad daylight without his suit, so he pulled out his phone to call the fire station.

Star, however, aimed her wand at the ground and gave a wicked grin. "Bouncy castle mega blast!"

In front of his disbelieving eyes, a massive bouncy castle, complete with princess in a tower, materialized on the ground in front of him, and Star waved at it happily. "Go ahead!" she called up to the girl. "It'll be fun, I promise!"

Peter watched, mouth on the pavement, as the little girl studied Star, the bounce castle, and then let go of her perch with a squeak. Her hands lifted to cover her eyes and then she was bouncing safely onto the padded air of the castle, her giggles of delight overwhelming every cry of terror that had just previously exited her mouth.

Star helped her out of the castle with a smile and lifted her wand, making the object disappear with a faint "pop!" and a gust of air. The girl thanked her and darted off into her house, which was directly across the street. It made Peter wonder for a brief moment where the girl's parents were, but then Star was taking the puppies from him as if nothing had ever happened. "That was…wow," he admitted, slipping his phone back into his pocket.

Star offered him a sheepish look and shrugged, looping the leashes around her wrist and starting off again at a brisk pace. "It wasn't anything I wouldn't have done for a kid back home. Though most of them have like…magic." She sighed a little wistfully, scuffing the pavement with a toe. "Wish Spiderman coulda seen it. It'd be cool to get to work with him."

Peter opened his mouth, ready to correct her, when he realized that she had gotten his name right. He smiled and tucked his hands into his pockets. "Why you so intent on working with this guy? You literally just discovered he existed."

Star shrugged. "Yeah, well…he knows how to help people. And it would be so cool! We would have tons of fun, I know it. Maybe he can help me figure out this dumb wand so that my mom won't be nervous about making me queen."

Peter's eyebrows lifted and they rounded the block, coming back full circle to Peter's house. He stopped outside the door and crossed his arms over his chest. "Star, I told you, Spiderman isn't magic."

"No I know," Star promised, struggling to keep the puppies from dragging her through the front door; they still had to hide them from the landowner, after all. "But maybe if I help him out, I can learn to use mine better. Trial and error, right?"

A smile graced Peter's lips. "That's a part of science, you know."

"Perfect!"

Peter chuckled, and together they managed to wrangle up the puppies and get them back in through the rear door. Peter couldn't help but think that maybe Star wasn't too bad after all.

* * *

It was nearing one am when Star crept from her room, robe drawn tight around her middle and her wand tucked lazily into the pocket on the front. It bounced against her leg with every step, but she didn't really mind all that much. She was just thirsty, and if she allowed herself to admit it, maybe a little bit homesick for Mewni and her parents.

She tiptoed to the kitchen and rustled about as quietly as possible, determined not to wake anyone up. She found the cups easily, having helped Peter and Theresa put away the dishes earlier, and she figured that the juice would probably be in the fridge, so it was easy enough to pour herself a glass of grape juice and then slink into the living room, curling up on one arm of the sofa.

Her fingers fumbled with the remote, which Theresa had shown her to use after a brief incident involving rainbow lasers, and she flicked the television on, keeping the volume low. It had been left on the news when May went to bed, and that's where it was now, showing live footage of Spiderman helping people from a burning building. Star sat up, intrigued, and turned the volume up the tiniest bit so that she could hear better.

"-locals saying that Spiderman showed up within moments of dispatch being alerted, and without him, we're hearing that saving this many people would have been nearly impossible. Back to you, Mel."

When the camera flicked back to a woman in a plain looking room with a map behind her, Star put the television back on mute and scrambled to Peter's room, intent on gushing about Spiderman to someone.

She had never seen a hero quite like that before. Oh, sure, of course Mewni had it's knights in shining armor and dragon conquerors, but she had never heard of a hero who disappeared before they could receive praise, before they could be thanked for their work. In fact, most of the heroes on Mewni refused to leave until they were actively given some kind of praise. It was frustrating, to say the very least.

Star tapped on Peter's door as softly as she could, not sure how loud she had to be for human ears to pick up the noise, but after her third knock went unanswered, she twisted the door knob and pressed it open slowly, squinting into the darkness of the bedroom.

The blinds were up, and the window cracked, dark blue curtains drifting in the late night breeze over a rumpled, unmade, empty bed. She pushed the door open further, glancing around the room to find Peter's desk chair tucked tightly into the knee hole of the desk and his laptop humming on standby.

Peter Parker himself was nowhere to be seen.

Star frowned and backed up, shutting the door behind her and moving back to her room. She changed as she thought, going through the motions rather than being consciously aware of what she was doing. She knew May set a curfew; she had explained it to Star while she was helping her to unpack. On school nights, they had to be in by no later than 10:30. Theresa had to be home by 10, since she was younger, which Star found reasonable. During the weekends, the curfews for each of them were extended by an hour, unless they told May in advance.

So Peter not being in his room, even though it was now after one in the morning, was clearly in violation of Aunt May's rules. Now, Star herself was a rule breaker. But when it came to curfews, she understood that they needed to be followed. She had broken her curfew in Mewni exactly once and then hadn't seen Pony Head for two weeks. That had been enough for her never to do it again. Maybe Peter hadn't been punished for it before? Then again, their argument that morning…er, yesterday morning…about being late for school kind of implied that he had.

Star slipped a jacket on and crept out the back door with her wand in hand and her hood pulled low over her head. Her keys that May had given her jangled in her pocket, annoyingly loud in the night air, and she had to force herself to creep instead of run willy nilly the moment she was out the door.

She didn't really plan on going far; really, she only meant to hang out around the apartment until Peter showed up so that he could explain himself about why he had been out so late on a school night. Then again…she wasn't much better.

Star frowned at the thought and then glanced up at the sight of a figure clambering down the fire escape of the neighboring building. He had Peter's exact figure and moved the way he moved as well, though he seemed more fluid than usual.

Her feet pushed her up off the steps and she stepped back into the shadows, ready to ask him where he'd been, but when the figure dropped into the light, her breath caught. It wasn't Peter she was looking at.

It was Spiderman.

He looked ragged, if a man in a mask could look ragged, and Star could see the soot littering his costume. She frowned, ready to step out and offer help, when his head whipped up and over in her direction, the eyes on the mask narrowing. "Who's there?" he demanded softly.

Star, utterly flabbergasted at the idea that he had known she was there, stepped out slowly, her head tilted. "Just me! Star Butterfly," she laughed nervously.

Spiderman didn't relax, instead gave her a very obvious once over and intoned, lower than before, "Why are you out here?"

"Uh…I live here?" she squeaked. Now that she was finally face to face-or rather, face to mask-with the guy, all intentions of asking him to work with her were out the window. "Just…getting some air!"

She fumbled backwards up the steps and back into the house before the masked vigilante could say anything further, pressing her back up against the door and breathing for the first time in the last two minutes. A grin split across her face and she raced down the halls as fast as she dared, dropping her keys and jacket and wand into her room before venturing back to Peter's. She'd have to wait there for him, what with Spiderman lurking in the alley's. He would probably scold her if she went back out.

Star glanced back over her shoulder towards the kitchen, smirked, and then pushed the door to Peter's room open. A shuffling noise caught her attention and she whirled back around, eyes wide and tongue ready to ask Peter where in Mewni he had been.

Only to lay her gaze square on Spiderman himself, the mask clutched firmly in his hands and eyes wide on his face. Star's jaw fell and she took a step back, nose registering the smoky smell that had been on him in the alley. Her mind replayed all the taunts and teases between Theresa and Peter about Spiderman, the way he had kept insistently correcting her on the proper way to say his name, on every single detail she had captured about him on the fire escape, when she had thought Spiderman was really Peter sneaking home.

Because…well, that's exactly what had happened.

Oh, this would make being his partner so much better than before. Her grin widened.

"You're-?"

Peter grabbed her by the wrist, yanked her into the bedroom, and shut the door.

* * *

 **Author Note:** **Hello this is CMR Rosa bring you a new crossover. I a hug fan of both Spider-Man and Star vs. the Forces of Evil, I notice there were no crossovers on this web site so I decide to make my own crossover. My version of Spider-Man will have elements of the comics, cartoons, and movies in them. Also Marco Ubaldo Diaz does not exist in this story. I like that character but this is a story about Peter Parker and Star Butterfly so I had to cut Marco out, so he does not exist in this story because he been replace by Peter Parker. Those I do plan to give Peter some of Marco characterize. Reviews and criticism are welcome.**

 **Im co writing this story with** **PFTones3482 and Dex Cipher**

 **Teresa Parker is not my original character, she a semi-canon character who first appear in the graphic novel Spider-Man: Family Business as Peter long lost sister, it was left a little ambiguous on if Teresa was really Peter sister but I love the character so much that I decide to use her in this story.**


	2. Chapter 2 First Impression

**Author Note:** **Hello everyone Im back with a new chapter of Spidey Vs The Forces Of Evil. But before we get into the new chapter I like to talk about the two others that made this story possible PFTones3482 and Dex Cipher. PFTones3482 is the author of severely different stories including Star Vs. The Forces of Evil, I found her by reading her story Star vs the Forces of Marco a alternate universe story were Marco was kidnap by Toffee and rase to be use again Star. It a good read and I recommend it. I re read that story and found that PFTones3482 taking commission. I come to her with this idea and this story was born. She does most of the writing. Dex Cipher is another great author I bring into this story. I found him by reading his story Marco vs The Forces of Evil. A alternate universe story were Marco the Mewni prince while Star the human girl. I bring him on to this story because PFTones3482 knowledge of Spider-Man is limited to the movies. He look over the chapters and proof reads them giving ideas on what to change in the chapter. While I write the outlines for what should happen in this story and the chapters.**

* * *

"You're the spider guy?" Star hissed in delight, the hearts on her cheeks sparkling as she bounced around the room.

Peter just stared at her for a second, mask trailing from his fingertips, and he shook his head slowly. "Unbelievable. SpiderMAN."

Star waved a hand dismissively. "Whatever. That's so COOL! Oh my god, can I help you? Who do you battle? Do you guys have like an evil gang or something like on Mewni? Cause I could totally narwhal blast them or hit them with rainbow-fetti cupcakes. Well, they're not actual cupcakes, they have explosives in them, but-"

"Star!"

She froze, grin faltering a little at the distraught look on Peter's face. "What?"

Peter bit his lip and slumped, sinking onto his bed and burying his head in his hands. "This is awful," he groaned at the floor. "Not even here for twenty-four hours, and I'm already screwed."

Star frowned fully and crossed her arms over her chest, the hearts on her cheeks flushing. "Excuse me?"

Peter's eyes flickered up to hers and he ran an exhausted hand through his hair, glancing away after a moment and staring out the window. "My enemies don't go down with things like narwhal blasts and explosive pastries. The people I fight have guns and powers and could hurt the people I care about if they knew who I was. Who you are. So I can't…"

He trailed off with a frustrated grunt, spreading his hands in front of him and trying to hide his shaking fingers. He set the mask down on the bed and pulled his legs up under him, eyes trained on the ground. "If anyone found out, Star…my family could die. I could die." He looked up at her from under a swing of disheveled hair, gaze pained. "You could die too."

Star scoffed. "I'm a magical princess, Peter. I can't-"

"You're not taking this seriously!" Peter snapped, keeping his voice low. Star snapped her mouth shut in shock. "I knew you wouldn't, that's why I didn't tell you! Even Theresa gets how serious it is, and she's only ten!"

"Your sister knows?"

Peter huffed and flopped back against the wall behind his bed, slumping down it. "Not like I wanted her to," he muttered. "It's dangerous if she knows, because if anyone finds out that she knows, she could get captured, tortured, and that's not…that's not something I want her to have to go through."

He trailed off and Star pursed her lips, sinking into his desk chair and spinning aimlessly for a moment. "Well then…then I won't tell. Not if it could hurt someone. But I still want to help."

Peter's head shot up, gratefulness marred by irritation. "No way. You're not helping out as yourself. Even a complete idiot could put together the new magical princess with the guy whose family is hosting her and come up with the right answer."

Star shrugged, scuffing her feet on the hardwood floor. "Then I'll come up with a disguise." Seeing Peter's incredulous look, she waved a hand. "It'll be fine," she promised. "I'm great at disguises!"

"I'm sure," Peter grumbled.

Star puffed out her lower lip and clasped her hands in front of her. "Come on, pleeeeaaaassssee? It'd be fun!"

"Battling bad guys and saving people isn't supposed to be fine," he said under his breath. Then, louder, "Fine. But only when you have a disguise I approve of."

Star squealed and spun in the chair, clapping her hands. "Good! You won't be disappointed, I promise!"

Peter tried to hide his smile, standing up and guiding Star to the door. "Yeah, yeah, we'll see. Go to sleep. We have school in the morning, and I can't afford to be late again, okay?"

"Okay!"

He rolled his eyes and shut the door behind Star, listening as she drifted next door. The tiny sound of magical bursts reached his ears and Peter sighed, thunking his head against the wall and shutting his eyes.

So much for bed.

* * *

There was a tension in the air when Peter woke up, one that didn't go away all through breakfast and well into the morning commute to school. Theresa seemed to pick up on it, glancing back and forth between her sullen brother and the giddy Star, but she didn't say anything, much to Peter's relief. He really couldn't handle being questioned all the way to school.

As if on cue, an explosion in the distance reached their ears, and Peter flinched, sighing and unstrapping his bag. "Star, can you take Theresa the rest of the way to school? And then stay there and wait for me?"

Theresa's head whipped between the two, eyebrows shooting upwards and jaw falling. "You TOLD her?" she demanded.

Peter chuckled dryly, eyes flickering over the street and landing on an alley behind them, littered with old newspapers and trash cans. "Not really. Apparently Mewnians don't knock."

Star had the decency to blush, even while she protested, "It's Mewmans. And let me help!"

"No." Peter was firm, clutching his bag to his chest and shooting both girls an evil look. "Take Theresa to school-she knows the way-and wait for me there. We'll discuss this once we're back home."

He vanished into the alley and Theresa looked up at Star with a smirk, nodding down the sidewalk. "You heard him, let's go."

Star huffed but followed Theresa, glancing back in time to watch Peter-Spiderman-soar out of the alley and towards the sound of sirens. "I don't get it," she whined. "How can you not want to help?"

Theresa pressed her lips together, pigtails falling in her face as her head ducked. She shrugged, knuckles white on her bookbag. "I do," she said simply. "But Peter's right. I don't have powers, and I'm not skilled enough to fight. I'm a yellow belt in karate, there's no way I could take on some of the guys he does." She frowned like she didn't like to admit that. "Did he say you could help?"

Star's smile was back. "Yeah! He said if I could come up with some kind of way to hide my identity, that I could help him! It'd be so fun!"

The look Theresa shot her was flabbergasted. "You don't know much about Earth criminals, do you?"

Star shrugged, glancing up as they reached Theresa's school building. "Aside from the fact that they're not hideous monsters, no. But how much different could they be?"

Theresa muttered something under her breath that Star didn't catch, and shot her a weak smile. "Stay here and wait for Peter, okay? I have to go to class; we start earlier than the high school."

Star wrinkled her nose but nodded, fingers twitching on her wand and eyes wandering back to the direction of the fight. Theresa's hand settled on her wrist and she glanced back down. "He just wants you to stay safe," the girl promised softly. "If he said you could help, he means it. But you can't go into battle without any idea what you're doing."

With that, she turned and hurried into the school building, meeting up with a few students on the steps and turning to wave at Star quickly before ducking through the doors. Star lifted her hand back and then leaned against the fence, crossing her arms over her chest and gnawing on her lower lip as she stared once more in the direction of the fight.

Her feet had just moved to leave and go help when a voice broke her train of thoughts, one that sounded vaguely familiar. "You don't look like a middle or elementary schooler."

Star turned to find one of the girls from outside the office standing in front of her, head tilted and a hand on her backpack. A board with wheels on it was tucked under her arm, and the bright blue helmet on her head almost hid the stripe of teal in her hair.

She smiled politely, shifting from foot to foot. "Um…yeah. I'm Star Butterfly, the new exchange student from Mewni! I'm living with Peter Parker. I was helping take Theresa to school, but he had to go…uhhh…grab something at home, and he told me to wait here since I didn't know the way."

The girl grinned and stuck out a hand, waiting patiently while Star shook it. "Jackie Lynn Thomas. Peter's a friend of mine. Want me to walk you to school?"

Star moved her schoolbag to her other shoulder, eyebrows crinkling. Peter had told her to stay put at the middle school, but only because she didn't know how to get to the high school on her own. So taking up Jackie's offer wouldn't necessarily be a bad thing, would it? It'd give Peter less trouble.

"Here, I'll text him," Jackie offered, digging her phone out of her bag and letting her thumbs fly across the screen. "Where did you say you were from? I don't know anyone who doesn't at least have a flip phone in New York."

Star started following her, walking cheerfully now that she knew Peter could find her. "Mewni! It's a planet in another dimension! I'm the princess, and my parents wanted me to come here so that I could learn to use my wand better."

She held up said wand with a flourish, and Jackie nodded, eyes dancing with amusement. "That's cool," she noted. "What grade are you in, then?"

"Uh…I don't know," Star admitted with a shrug. "I don't know how Earth schooling works."

"You mean American schooling?"

"Yeah, that."

"Don't worry, most of us don't either," Jackie chuckled. She pointed ahead of them, where the bricked building was coming into sight. "We'll check in at the front office before homeroom and you can get your schedule and stuff. You're what, fourteen, fifteen?"

"Fourteen," Star confirmed.

Jackie grinned again. "My age, then. You'll probably be in some of my classes. I'm a freshman."

Star lifted an eyebrow. "If you and Peter aren't the same age, how do you know each other?"

The teen shrugged, tucking her wheeled board more protectively under her arm. "We basically grew up together. I'm in advanced math with him, have been since grade school. Pretty much the only class we shared until electives were a thing. He's chill. Oh, and Janna too. You'll probably meet her at some point."

Star flashed back to the other girl that had been outside the office with Jackie. "The one yesterday, with the floppy hat?"

"Beanie?" Jackie laughed. "Yeah, her."

"Is she in advanced math too?"

The sound Jackie made was somewhere between a laugh and a cackle, and the girl shook her head vehemently. "No way. Janna hates math," she giggled. "Nah, we met in detention."

Star lifted an eyebrow. "What's detention?"

"Man, you really aren't from this dimension, are you? Come on," Jackie laughed before Star could answer, holding the front door open for her and gesturing inside. "After you."

Star skipped in happily, walking alongside Jackie to the office and politely asking the secretary for her new school schedule. The exhausted looking woman handed it over and Star clutched it eagerly, squinting at the words. Jackie leaned over her shoulder, a grin splitting her cheeks. "Oh cool! You have homeroom with Janna and me, Geometry with Janna, and home ec and gym with Peter. We're all four in the same lunch period. Come on, I'll walk you to homeroom."

Star glanced back at the double doors, folding the paper and shoving it into her skirt pocket. "What about Peter?"

"Like I said, I texted him. He knows where you are."

* * *

Peter did not, in fact, know where Star was. His phone had been forgotten at home, and now he was running up and down the block in front of Theresa's school, probably looking like a total moron while he did so. Star was nowhere to be seen, and he only had ten minutes to get all the way to homeroom. He was so screwed.

Hoisting his backpack up, Peter broke into a sprint down the street, crashing through the school doors with only two minutes to spare and flying to his homeroom. The teacher glanced up from his attendance book as the bell rang, a brow arching in bemusement. "Cutting it a little close again, aren't we Mr. Parker?"

Peter flushed and ducked his head, mumbling an apology as he scooted to his seat for morning announcements. His leg jiggled under the desk uncontrollably, and he almost missed the pledge, he was so anxious. Where the hell had Star gone? She didn't have any idea how to get here on her own, and Theresa couldn't tell him. New York City was not the safest place in the world if you didn't know how it worked, especially not for someone from a completely different universe. Of all the days to forget his phone.

He shuffled out of the room, keeping his eyes down and his brow furrowed, and promptly smacked shoulders with someone taller than him. He turned to apologize, slumping when he saw just who he had run into. "Flash," he grumbled, tightening his grip on his bag and trying for an apology. "Sorry 'bout that."

Flash ignored his attempt to get out of the confrontation unscathed, his nose wrinkling as he took in Peter's state. "Watch where you're going, Parker."

He reached a hand out, shoving Peter out of his way, and trodded down the hall in a huff, leaving Peter to trudge forlornly to his home ec class and pray to the ancients that Star wasn't dead somewhere in the city.

When he walked in, however, he found the exact girl talking pleasantly with the teacher, a dark haired and dark skinned young man who was waving goodbye to Jackie. Peter gave her a weak smile as she passed, nodding to Star. "Did you uh…?"

"Found her at the middle school while I was dropping off my neighbors," Jackie confirmed, glancing at her watch. "She has her schedule and is in my homeroom and our lunch period. Gotta run, can't be late for Bio, but I'll see you in math."

She waved and left, leaving Peter to turn back to Star, who was now watching him with a tilted head and her hands on her hips. "Sorry?" he said sheepishly, thinking back to his most recent encounter with Flash.

"Nah, it's cool," Star said with a shrug, plopping down into the seat next to him. "You told me to stay put and I didn't. Did you capture the-?"

Peter clapped a hand over her mouth quickly, drawing back almost as fast, and hissed, "You can't talk about it in school, are you crazy!?"

Star threw her hands up, eyes wide. "Sorry!" she squeaked, and she looked so sincere that Peter had to let it go. He slumped back into his chair and pressed two hands to his face. "This was such a bad idea," he grumbled, dragging his palms down his cheeks.

"I said sorry," Star pouted, crossing her arms over her chest and glancing up at the teacher. "What even is home ec, anyway?"

Relieved at getting a question that wasn't about his secret identity, Peter sat up a little straighter and started pointing around the room. "Basically we cook things and learn recipes and how to sew and stuff. It uh…" he lowered his voice. "Learning to sew helps me with wear and tear in my suits."

Star brightened, ignoring his commentary. "We get to cook? Oh, I am GREAT at that!"

"Are you now, Miss Butterfly?" the teacher chuckled, leaning up against the prep station and smiling at her. "Would you like to give a demonstration, or perhaps teach us to make us a dish from your home?"

Star grinned further. "Um, of course!" She pondered for a moment, tapping her wand against her chin, and Peter suddenly had a startling realization that she was just going to zap something into existence. "Star, wai-"

"Oh! We have this special dish that involves corn, which is like, super popular on Mewni. It's kinda hard to explain though, here." She squinted, aimed her wand at the table, and poked her tongue from the corner of her mouth. "Corn hash SURPRISE!"

With a puff of purple and yellow smoke, a massive dish that clearly involved corn, potatoes, and some kind of noodle that Peter really didn't want to think about appeared on the desk, leaving the students in slack jawed surprise.

After explaining to the teacher and the students that yes, Star was in fact from a different dimension and had very little concept of how to actually cook anything, Mr. Martin suggested the students all taste the dish and attempt to deconstruct it and recreate it as best as possible. He approached Star while they worked, coughing nervously into his fist. "That was um…that was very good Star. But in class, we physically create the food without magic. More of an accomplishment that way."

Star snorted. "Getting a spell right IS an accomplishment!" she argued.

Mr. Martin pursed his lips. "I'm…sure it is. But it's a different kind of accomplishment. Give it a shot?"

"Sure thing!"

The teacher turned to a student who was struggling with their corn and Peter gave Star an exasperated look. "You can't just…magic everything! Especially not in New York, Star. If the villains knew you had magic…"

He shook his head and turned away, poking at his serving of corn hash halfheartedly. "It's just not safe," he mumbled.

"It's also not fun to never use it," Star protested, wiggling her wand in his direction. He flinched back and Star rolled her eyes. "Relax, Peter, it won't go off unless I say a spell! Like this!"

She opened her mouth and Peter yelped, taking the wand from Star's hands and setting it on the table out of reach. "No way," he snapped. "Not in class."

"Hrmph. Fine. Spoil sport."

Peter managed a weak smile at that. "Yeah, well…want to help these guys figure out the corn hash before they burn down the kitchen?"

"Yeah okay."

* * *

They ran into each other again at lunch, where Peter found Star sitting with Janna and doodling in a notebook. Her tongue peeked out from the corner of her lips and her eyebrows were furrowed, one hand scribbling furiously over her notebook and the other shoving school potatoes into her mouth. Peter lifted a brow and glanced at Janna as he set his tray down, pulling his chair out and getting ready to ask what the girl was doing so urgently.

"Ow! Watch it, Parker!" Flash snarled from where Peter had hit him in the shin.

Peter winced. Just his luck, smacking into his bully not once but twice in the same day. "Uh…sorry."

Flash sneered and his eyes shot to Star, who was now watching the exchange curiously. He smirked and leaned over on the chair next to Peter's, crossing his left foot over his right ankle. "Hey. You're new. What're you doing out hanging out with losers like this?"

Star wrinkled her nose, her gaze shooting to Peter in confusion. "What?"

"You could be hanging out with a much better crowd, sweetheart. Trust me," Flash chuckled. "Parker here…you're way out of his league."

Star's shoulders stiffened a bit and she sat back in her seat, flipping her notebook closed before Peter could see what she had been working on. "I'm not quite sure what a league is," Star informed him coolly, her eyes sparking with a mischievous kind of anger, "but I do know that I like hanging out with Peter just fine. So uh…"

Her wand zipped from under the table and suddenly Flash's pants were at his ankles. The teen yelped and struggled to pull them up, and Peter let his jaw drop while Star smirked. "Have a good day!" she said cheerfully.

Flash scowled and clutched at the belt loops of his pants, turning on Peter and squinting at him. A finger jutted against Peter's chest and he leaned back instinctively as Flash got in his face. "This isn't the end of this, Parker," he hissed.

He stormed off as best he could while still clinging to his pants, and Peter slowly sank into his seat, turning wide eyes on Star. Janna was cracking up in the seat next to her, hands on her stomach, but Peter ignored her for the moment. "That was…geez, Star. Thanks."

Star just shrugged, twirling her wand around her fingers and smiling. "No prob. He seems like a turd waffle."

"A…turd waffle?"

"My friend Pony Head would have called him that," Star informed him, picking up her fork from where she had dropped it to the table and swiping a bite of limp salad from her tray. "It's what he is, anyhow."

Peter couldn't quite bring himself to disagree, so he dug into his lukewarm pasta with a smile on his face and feeling a little bit lighter than when he had walked in. Star was proving to be…an interesting new friend, to say the least.

"How's your day been going?" Peter finally asked, after Jackie had sat down with all of them and they had gone through most of lunch just eating and finishing last minute assignments.

Star tilted her head and waved her hand in a so-so motion. "Not bad," she admitted. "Though I don't understand why Earth people have to learn Geometry. Seems pointless. I already know all the shapes."

Peter snorted, and Janna rolled her eyes. "I keep telling them the same thing," the girl groaned.

The way Jackie looked, Peter figured there would have been an argument between the two about math if the windows in the cafeteria hadn't been blown out. Shrieks erupted almost instantly and Peter jolted to his feet, hand already reaching for his backpack. Jackie was at his side, leaning over the table and squinting. "That's not-"

"STAR BUTTERFLY."

"Oh are you kidding me?" Star groaned, clambering onto her seat to see over the crowds of running and screaming students. "Ludo? How the heck did he find me?"

"Who the heck is Ludo?" Peter demanded, shoving Jackie and Janna out ahead of them and promising to catch up once he got Star.

Star hopped down next to him, her wand glittering in her hands and her eyes rolling in annoyance. "This monster that wants to steal my wand, become the ruler of my kingdom, blah blah blah, stupid stuff like that."

Ludo was…much smaller than Peter had been picturing. Grubby and green and pathetic, he was like if the Green Goblin had a child with a sentient raisin and then draped a burlap sack over the outcome. Peter gagged at the thought and stepped back, bag still swinging in his hands. "Let me help," he pleaded.

Star shot a glance back at him and nodded, before leaping over the now empty cafeteria tables towards the gathering of monsters.

Peter couldn't very well change into his costume in front of them, so he darted around the corner, ducked behind an overturned table, made sure that he wasn't in sight of the cameras that were strategically placed around the room, and listened carefully while he changed.

"Star Butterfly!" came the nasally voice to fit the raisin man. "You're a long way from Mewni, aren't you?"

Star huffed like she wasn't even impressed by the monster. Peter wondered just how many she had fought in the past. "Aren't you perceptive. What do you want, Ludo?"

"Isn't that-? I thought that was obvious, have I not made it perfectly clear every time I see you that I want your wand? Are we really going to start this whole evil monologue again?"

"It's not really a monologue, you know."

"Whatever. Get her!"

The sound of blasting curled around the corner and Peter finally yanked on his mask, vaulting over the table and flinging himself across the ceiling. The first monster, some flabby brown thing that had a very smashed up nose and a baby face, yelped as Peter shot him against the wall, holding him there with a massive amount of webbing. He crawled across the ceiling and dropped down next to Star, shooting her a glance. "Any tips?"

Star snorted, firing a mini narwhal at one of the approaching monsters, who looked like a massive frog. "Just fight. Leave Ludo to me. He's easy to take down once you know him."

Ludo made an offended sound but continued to cower behind the larger gathering of monsters. Peter smirked and jumped off the table again, grappling around the room and taking down monster after monster with only a few hits. Star was right; this was barely a workout compared to his usual fights. No wonder she had been so eager to join him at saving the city. She had no idea how hard it could actually be.

Within minutes, the group was defeated, and Peter was standing next to Star with his arms crossed and an eyebrow cocked under his mask, watching the demons limp into a swirling vortex. "What is that?" he asked.

"That? Portal to another dimension," Star said cheerfully, spinning her wand and blowing on it like it was an old timey pistol. "I don't have any scissors, otherwise I'd take you on a trip."

Peter chuckled and shook his head, dropping his arms and giving Star a once over. "You have a costume idea?" he asked, already regretting the question.

Star's eyes lit up and she clasped her hands together, nearly smacking Peter with a stray narwhal from inside her wand. "Seriously?" she squealed.

Peter nodded and cracked his neck, glancing to the cafeteria doors. "Yeah. Not now though. I gotta go change and find Jackie and Janna, make sure they're okay. Uh…after school, okay? And make sure no one knows that you were helping Spiderman in here. Just say they were after you and-"

"And give you all the credit?" Star asked incredulously. "Come on!"

Peter threw his hands up, backing down the table. "They'll know it's your wand if you start helping me, Star! I'm just trying to be careful and protect the people I care about!"

With that, he swung out of the room, grabbing his backpack on the way out and disappearing through the side doors while people streamed curiously back in through the main. Star hopped down from the table, staring at the direction he had gone in, and then dropped her gaze to her wand.

Apparently her costume designing wasn't quite done yet.

* * *

Peter wasn't quite sure what he was expecting, waiting for Star on the top of the Empire State building and sitting with one leg over the edge and the other leg drawn up to his chest. She had said she had a costume idea, so he was waiting for something cheesy (said the guy in the spider costume, he noted to himself).

He was not expecting her to literally fly up, arms crossed triumphantly over her chest and lips cocked in a wry smirk. Peter stopped swinging his foot and his jaw dropped in disbelief as he took in the full costume.

She had on wings that were very clearly fabricated, but they looked like they had been based on reality; they were large, and very pink, with swirls of gold dancing through the thinner parts of the fabric. The outfit she wore was a similar color scheme. It mimicked the dress and leggings she had been wearing the day prior, but the leggings were striped pink and gold, and the dress was solid pink with a golden butterfly decal in the center of the chest. Her shoes were essentially pink combat boots, which was an interesting look, and her hair, now black instead of a cartoonish blonde, was pulled back in a tight ponytail with a butterfly clip. On her face was a mask, a gold one that matched her wings and leggings and made her eyes look like honey and amber, and it curled and dipped in the shape of-you guessed it-butterfly wings. Even the hearts on her cheeks had been replaced with tiny, holographic, gold butterflies. Most intriguingly was her complete lack of a wand.

Peter pushed himself to his feet and watched as she landed, his eyebrows high underneath his mask. "Going with a butterfly theme, I take it?" he asked, not really sure what else to say. "You don't think that points too heavily to your last name?"

Star shrugged, her fabric wings drifting down to rest at her back. "Maybe, but not for the bad guys," she mused.

"And your wand?"

The girl grinned and dug into the purse at her side, which Peter hadn't seen before. It had changed to a pink color, but other than that looked almost identical to the one she had been using the last two days. "This."

She pulled out some kind of metal rod which, with a flick of her wrist, extended outwards into a massive spear. The handle was a a solid gold and the tip was-

"Is that a pink diamond?" Peter asked in awe, staring at the tip.

Star snorted. "No way, you know how heavy those are? It's just pink sapphire."

Peter felt a little weak. "Oh. Just pink sapphire," he managed.

The gold curled around the pink stone in a delicate wiry shape, and Peter tilted his head. "So you're going to fight with that? Do you know how to use a spear?"

The girl scoffed. "Um, duh. I wasn't exactly a storybook princess at home. That's why I'm here. But no, it's my wand. See?"

She flexed her fingers and the spear flashed gold so brightly that Peter had to shield his eyes. When he looked up again, the spear had vanished, replaced with the wand he was so used to seeing. "I didn't know it could change shape," he murmured.

Star nodded and changed it back. "It changes shape based on the wielder," she explained. "In this form, I can still create magic, but this way it can't be tied back to me and you!"

Peter had to admit, it was a smart idea. "And…the wings? I mean, I know you have the whole butterfly thing, but aren't they going to get in the way? Like…how do they work?"

The wings lifted up off of Stars back and flapped once, lifting her straight into the air, where she did a quick twirl and then descended, pink skirt billowing as she landed. "They work just like my normal wings will."

Peter nearly choked on his saliva. "You have wings?" he croaked.

"Will have," Star corrected, grinning. "Once Mewberty hits, I'll-"

"Nope, stop. That's not a conversation we need to have right now."

Star chuckled and switched her spear from hand to hand while she talked. "Anyway, as long as they don't get burned or torn, I'm good to go. Ready?"

Peter startled, looking at her in confusion, not that she could tell. "Ready for what?"

"Um, to fight the bad guys, duh!"

"You don't even have a superhero name yet," Peter protested. "Not to mention you have no idea how deadly some of these people that I fight are. Some of them don't even have powers, and sometimes I just save people without any villains around. Like yesterday, with that runaway subway car. You can't just go barging in without any kind of knowledge. Do you even know how New York works?"

Star took a step back, frowning now, and Peter winced, rubbing the back of his neck. "I'm sorry, Star," he said sincerely, his voice a little softer than it had been previously. "I just…I want to try and train you first, at least before we take on my bad guys."

Star huffed and glanced away. "Farfalla," she said after a long pause.

That took Peter aback, and he furrowed his eyebrows under the mask. "Bless you?"

A smile twitched on Star's lips and she glanced back up at him. "Farfalla," she said again, her tone lighter. "It uh…it means "butterfly." I think."

Peter chuckled and leaned back against the wall, shaking his head. He could almost feel the mood get a little bit easier, the tension easing from both of them as they joked. "You're really not worried about people connecting the two, huh?"

"Nah. People are kinda dumb."

He outright snorted at that one and grinned, his mask crinkling upwards. "Got that right. All right, but be prepared for all the kids to call you falafel 'cause they can't pronounce Farfalla."

"What's a falafel?" Star asked curiously.

Peter stared at her for a beat, his hand pressed to his chest in mock horror and his voice trembling when he spoke again. "We're putting training on hold."

* * *

 **Author Note:** **I hope you enjoy the second chapter. Star superhero identity was something all three of us, me PFTones3482 and Dex Cipher. I come up with her name Farfalla which is butterfly in Italian, the idea of changing her eye color and hair color. PFTones3482 come up with most of the costume ideas, those Dex Cipher come up with part of the costume. While Dex Cipher come up with her weapon and butyl wings. Originally Liz Allen was in this chapter and Janna Ordonia and Jackie-Lynn Thomas were going to be reveled to be 15 years old. But me and PFTones3482 decide to push Liz Allen appearance back to a later chapter and to keep Janna Ordonia and Jackie-Lynn Thomas there canon age on the show.**


	3. Chapter 3 My Two Besties!

**Author Note: Hello everyone I'm back with a new chapter. I don,t really have much to say on this chapter other then this is an a** **daptation of episode "Party with a Pony" with a few differentness from the episode. And Star first outing as Farfalla. Also the cover picture for this story was made by Amethyst-Ocean on DeviantArt. She has made great fan art of Danny Phantom, Phineas and Ferb, and Kim Possible. I recommend her if your looking to either commission pictures or looking for good fan art to look at. Also I'm going to commission more fan art from Amethyst-Ocean for this story. Mostly I,ll commission Spider-Man characters in Star vs. the Forces of Evil style and scenes from this story.**

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After the initial falafel incident, that involved fiery balls of dough being flung three hundred and sixty degrees around the city block, Peter decided that the next best course of action would be to take Star for other New York treats instead. Less deadly ones. Less…potential flaming ones. With less screaming.

Churros, however, were maybe not the best idea to have before bed, because there was no way Star was getting to sleep with all of the sugar that she had just eaten. Peter watched her in exasperated amusement as she bounced all over his room, her hair smacking him in the face every few seconds and giving him a mouthful of blonde. "Do you think-pttht-do you think maybe you can settle down and go to sleep so that I can go do patrol?" Peter managed, smacking his lips unpleasantly and pulling a strand of hair from his face.

Star flopped sideways into his desk chair and spun in a full circle, arms spread wide as she drifted to a stop. "Um, no? Cause I'm totally coming with you!"

Peter blanched, dusting at his jeans halfheartedly while he tried to focus. "Maybe…that's not such a great idea."

"I have my costume totally done though!" Star protested.

Peter gnawed at his lip, fingers tapping nervously on the side of his bed. "Well yeah, but you don't have any training," he tried feebly, knowing even as he said it that all forms of protest would be pointless.

"I won't get trained if I don't go do anything!" she pointed out.

It was a very valid point, one that Peter couldn't really refute in any way, but he was completely and utterly prepared to, and would have, had the very fabric of existence not split apart next to him. He let out a strangled shriek, which he would later deny he had ever made, and scrambled backwards on the bed, one hand flinging out in preparation to take out whoever was intruding.

Star, however, whooped in delight and, as the light from the rip faded, Peter could see her flinging her arms around a thing in the middle of his room. He vaguely remembered her saying something earlier about portals to other dimensions, but he wasn't quite expecting to deal with one so soon. If that's what this was, anyway.

His vision finally cleared and yet another startled sound climbed in his throat, only freezing at the last second so that he let loose a tiny squeak rather than a full blown shout. "You're a…floating horse head," he choked out.

Said head spun around, an eyebrow (did horses have eyebrows?) cocked, and Peter took note of the very long horn in the center of its…hers…their forehead. "Unicorn," he corrected quietly.

They snorted, the slightest nicker in the noise, and shook their mane. "Better believe it, buddy. I am NOT a horse, thank you very much."

Peter held his hands up slowly, shrinking away from the wall in an attempt to not look like he was cowering from them. "Got it. Not a horse. Unicorn. Where uh…where's-?"

"Where's what?"

Their voice was low, dangerous, and behind them Star was dramatically slashing a hand over her throat, eyes wide and teeth gritted together. Peter lifted his eyes away from the empty space under their neck and offered a weak smile. "Where'sssssss your dimension?"

They squinted at him suspiciously but didn't question him, nostrils flaring with displeasure. "Near Star's. Who are you, exactly?"

Peter swallowed and tried for a less startled, more polite smile. "Peter. Star's living with me and my aunt and my sister while she's here on Earth. Who are you?"

The head snorted like he should already have known their name. "Princess Pony Head."

Peter bit back a comment on why she wasn't "Unicorn Head" and nodded knowingly. "Star's mentioned you a few times. Nice to uh…nice to meet you."

"I bet it is. Now, for the actual reason that I'm here," Pony Head huffed, spinning to Star and letting a grin split her face. "The Bounce Lounge is having one of their raves tonight, and girl we are GOING!"

Star brightened, hands lifting to clasp underneath her chin in delight. "Ohmygosh, are you serious? I loooovvvve the Bounce Lounge!"

Peter lifted an eyebrow, shifting so that he was leaning over the edge of the bed again, his elbows on his knees. "Um…what, exactly, is the Bounce Lounge?"

Pony Head scoffed. "Uh, only the best and coolest night club in the whole entire galaxy, duh!" She shook her mane in irritation and turned to glance at Star. "Are we bringing Earth Boy here with us?"

Peter bristled a little, fingers tightening together, and Star gave Pony Head a puppy dog look, lower lip peeking out and eyes shining. "Aw, come on Pony, let him come. He needs to learn how to have a little fun," she shot, giving him a meaningful look.

Peter ignored the jab and held up a hand, shaking his head. "Is anyone even going to ask if I actually want to go with you?"

"No," they both chorused.

"All right then. How do we even get to another dimension?" Peter asked, resigning himself to the fact that he wasn't getting in an early patrol tonight. New York would have to take care of itself for an evening.

Pony Head smirked and then, with a disgusting kind of sound, she stuck her tongue (creepily long) out into the air, revealing a simple pair of scissors resting on top. Peter's eyebrows shot up, but Star just cheered and snatched the scissors up without hesitation, leaving her host to internally gag at the trail of saliva.

Horse spit. Gross.

"Dimensional scissors!" she squealed, bouncing around the room once more and spinning Pony Head in a hug. "I haven't seen these in agesssss. Where did you get them?"

Pony Head smirked. "I have my ways, girl. Now are we going or what?"

"Um, duh!"

Peter watched in disgusted fascination as Pony Head snatched the scissors up and sliced open the air with just her tongue, and glanced sideways at Star after the princess head had vanished. "Are we actually going to-?"

"Let's go!"

She grabbed him by the wrist and yanked him through, and it was nothing like Peter had anticipated. He'd been prepared to feel ripped apart, like he was on fire, or something else bizarre like that. Instead, it was like stepping through his bedroom door, but instead of ending up in the hallway, he was in the fluffiest, darkest and simultaneously most colorful room that he had ever seen in his life.

Star let go of his wrist and bounced after Pony Head quite literally, her shoes lifting off the ground a couple inches with every step. Peter glanced down at it with a frown, shifting his weight and giving a soft shout of surprise. The ground under him was an actual cloud, though it seemed reliably sturdy. He took a few tentative steps across it and, when he didn't fall through, followed after Star easily enough.

Loud pop music in a language Peter had never heard before blared through the speakers, and colorful lights splashed across his vision. His jeans and t-shirt felt slobby compared to what everyone else was wearing, and he pressed his lips into a thin line, shoving his hands self-consciously into his pockets as he walked. He kicked Star gently against the shoe to get her attention and gave her a weak smile when she turned his way. "How long are we planning to stay?"

This really wasn't his thing.

Star shrugged vaguely, her cheek hearts lit up ever so slightly in the dark. "However long we want! Have fun, let loose, but don't go too close to the edge!"

Peter lifted an eyebrow but before he could ask, Star was swept into the crowd, leaving him standing awkwardly alone. He smiled politely at people (aliens, he thought) whenever they shot him curious looks, and meandered as far as possible from the loud noises and bright lights, into the quieter side of the lounge.

There was a bar, though he wasn't sure what was considered alcoholic in other dimensions, so he steered clear of that. The air got emptier and colder the further he walked, though he wasn't that far from the dance floor. About fifty feet out, the floor under him started to tremble and it gave way finally, leaving Peter to flail in midair, catch sight of-were those spikes? -the bottom of the pit, and fling his arm out, fingers instinctively pressing to his wrist and shooting web to the nearest structure. He dangled for a moment, heart pounding and fingers clutching at his web, and twisted to look below him.

A skeleton with a baseball hat was spread eagle on several of the spikes and Peter shuddered, retracting the web into his wrist and pulling himself to the top as quietly as possible, making sure no one had seen him. Not that anyone here knew him, of course, but one could never be too careful.

He dusted his shirt off and looked up to find Star directly in front of him, a disapproving look on her face. "What did I say about the edge?" she scolded. And then, before he could respond, "Come on, there's a photo booth!"

Peter let himself be dragged, a little viciously, if he did say so himself, to the photo booth Star was referencing and shoved inside, directly into Pony Head. She sneered at him, muzzle curling over her teeth distastefully, but split into a grin as soon as Star appeared.

Peter smiled awkwardly for each photo, trying to pose as quickly as he could, and then suddenly Star was squeezing him close and squeaking. "Okay, now just my two besties!"

Besties?

The moment she left, he got a face full of angry unicorn horn in his face, and his hands flung up to either side of his head in surprise. "Listen, Earth butt," Pony snarled, her eyes narrowed. Peter's gaze tunneled down her horn. "I don't like you. At all."

They twisted at the last second as the flash went off, both of them attempting for a normal pose, and then Pony Head shot him another glare. Peter scowled at her, starting to get irritated. "Look, I don't know what your problem is," he snapped, pausing for a second to take another photo with her. "I didn't even want to come!"

"Then why-" Snap! "-did you bother? You're ruining my night with Star, this might be my last chance to-"

Pony Head cut herself off and Peter hesitated, shoulders slumping and eyes studying the unicorn warily. "Last chance to what?"

They ignored the last snap of the photo booth, staring at one another, and Pony Head huffed in displeasure, looking away from Peter with a frown. "None of your beeswax."

She left the booth and Peter followed quickly, intending to catch up with her and demand to know what was going on, but suddenly Pony Head and Star were darting the other way, Star giggling and Pony Head glancing behind them. "Where are we-?"

"Dimension hopping!" Star answered before he could fully ask, cheeks twinkling in delight. "Come on, it'll be fun!"

"Yeah, come on, let's go," Pony Head slurred around her scissors.

Star hopped through, but Peter cast another glanced back, his spider senses tingling ever so slightly. His eyes perused the dancing crowd slowly, but before he could spot what was wrong, Pony Head huffed.

And then suddenly he was in a totally different dimension.

One way more his speed.

"Is this…an arcade?" he asked in awe, his jaw dropping and completely forgetting about what had just happened in the last dimension.

Pony snorted. "Figures a geek like you would be into nerd junk like this. Yes, it's an arcade."

"The best arcade!" Star corrected in delight. "Come on, they have Lance Lance Revolution!"

Peter cracked a smile at the name, glancing suspiciously at Pony Head one last time before following Star up to the podium and getting instructed on how the game worked. Not that he really needed the instruction, but it was nice to have it, all the same. He kicked Star's butt pretty quickly, chuckling and teasing her the whole time, and then suddenly it was Pony Head up next to him, her eyes glinting in irritation and the lance held firmly between her teeth. "You're going down," she managed around the stick.

It felt playful, almost, and Peter couldn't stop the small smile from gracing his face. "In your pony dreams," he snorted.

Pony Head shot him a wry grin and the game music started. Peter lost himself in the game, jeering and whooping whenever he got in a good shot, but it all ended rather abruptly when Pony Head dropped her lance to the floor and Peter managed to get in a fatal jab. "Oh, man, yes!" he cheered, pumping a fist in the air. "Who's the butt now?"

"Still you!" Pony Head called as she flew off, presumably to find wherever Star had gone.

Peter tisked and glanced towards the square that had approached him, watching it adjust it's glasses. "My turn!" he declared cheerfully. "But with less abusive trash talk, please."

Peter smirked and shook his head, agreeing, and set up for a new game. When neither Star nor Pony Head had returned by the end, he started to get a little worried, handing his lance off to the next square and stepping away from the dance pad. "Star?" he called out, a little nervous. "Pony Head?"

"Yo, Peter!" Star called, bouncing up to him with a giddiness that could only come from more sugar. "We're gonna hit up another dimension, you gotta come, you'll love it!"

Peter frowned, glancing at his wrist watch and noting that, on Earth, it was nearly midnight. "Star, as much fun as that sounds, I think we should head back. It's getting late, and I still haven't done any kind of patrol."

Star slumped, pouting, but tilted her head. "Fine. Pony!"

Pony Head drifted over, an eyebrow lifted and a smile on her face. "You ready to hit up the next place?"

Peter clicked his tongue. "As much as we'd love to, we really have to get back to our dimension. It's getting pretty late out there, and my aunt will be nervous if we aren't home by a certain time."

Pony Head scoffed. "Oh, come on, you wet wipe, have a little fun! Stop worrying so much about your dumb aunt, we're having a blast! Now come on, we gotta hit up this next place ASAP."

Peter scowled and reached out before Pony Head could even try to use the scissors, ignoring the unicorn slobber and clicking them open. "First of all," he snapped, "my aunt is not dumb. Second, we're going back. Now."

Star winced and held up her hands, trying to keep everyone calm. "Come on, guys. I'm sure we can-"

"These are my scissors," Pony Head growled, ripping them from Peter's hand and nearly taking a finger with her. "We do what I say."

Peter snatched them back, using height and opposable thumbs to his advantage, and snipped open a portal. "You're not in charge," he taunted, holding the scissors close. "Come on, Star, let's go."

"Oh no you don't! My one chance, turd!"

She barreled into him, sending the two tumbling through the portal and onto the pavement of a different dimension, one Peter vaguely recognized as his own. Star clambered through after them, pleading with them to stop fighting, but Pony didn't listen, and neither did Peter, too irritated to think rationally for a moment.

He had just been thrown to the slightly damp ground when a pealing burst of sound rang through the air, making the trio freeze. Peter, having grown up in the city, knew exactly what those sounds were, and he blanched, his back suddenly feeling six times lighter without his pack on. "Robbery," he managed, shoving Pony Head off of him and spinning to face the noise. It was coming from down the block, and Peter took a step forward before realizing that he could do literally nothing. "I can't…"

He trailed off with a whine, glancing down the street to where his house was. He'd never make it in time.

"I got it," Star declared. Before Peter could protest, her wand was out, a grin on her face as she spun it in the air. "Magical Farfalla transformation!"

Peter flung his hands up as golden light shimmered across his vision, and when he looked back up Star was already unfolding her fake wings and beating into the air, her staff clutched in hand. "Don't worry, Peter!" she chuffed. "I'll be fine!"

She zipped off, leaving Peter and Pony Head alone, and they glanced at one another. "What, exactly, is she blabbering on about?" Pony Head demanded.

Peter winced, glancing back to where Star had vanished. Shots rang through the air and his heart plummeted to his stomach, feet already taking off in a sprint. "Long story," he tossed to Pony as she flew alongside him. "But she's…in trouble."

He skidded to a halt about thirty feet away, ducking behind a mailbox and yanking Pony Head down next to him, watching in fear as Star dove out of the way of a gun shot. The shooter cursed as he missed, and when Star shifted, Peter could clearly see the startled look on her face. The rest of the robbers were down already, held in place and struggling against what looked like glowing rope. Money spilled at their feet from bags, and Star was now having a hard time holding off this one.

"We gotta help her," Pony Head hissed.

Peter nodded, eyeing the distance and trajectory. "I know," he murmured, holding an arm out and squinting down the length of it. "Come on…"

The web shot forwards at just the right angle, snagging the gun by the barrel and ripping it from the gunman's hands. Peter yanked it back to him without touching the metal and dropped it to the ground, glancing up in time to see Star wrap the guy up alongside his friends. She flew over to him, looking a little shaky, and Peter jerked his head away, leaving the web wrapped gun on the ground almost like a calling card.

They took off for Peter's house, Star losing the get up on the way, and were only a block away when they were stopped yet again, this time by a group of guards. "Halt!"

Star moaned. "Who are these losers?" she asked, flinging an arm out.

Peter shot a suspicious look at Pony Head, who indeed looked sheepish. "They're here…for me," she admitted. "They're taking me to St. O's."

Star gasped in horror. "Not St. Olga's Reform School for Wayward Princesses!"

Pony Head bobbed herself miserably, a whiny knicker coming from her mouth. "Afraid so, B-Fly. Daddy's sending me there. I'll probably die there."

A guffaw came from behind the guards, and Peter stifled a yelp as a much larger, much more terrifying version of Pony Head appeared, clearly her father. "King Pony Head!" Star declared, confirming his thoughts.

The king nodded to Star and shot a look at his daughter. "It's not that bad, Princess. Come on, now, we have to make the deadline schedule."

Pony Head turned back to them, looking down trodden. "It's why I wanted to spend tonight with you," she said softly. She cast a side glance to Peter, eyebrow lifted. "Not that much of a turd. I guess."

Peter gave her a half smile, watching as she gave Star her dimensional scissors, a hug, and then departed with her father and the rest of the guards. They were left alone on a silent, almost too dark street, and Star turned back to Peter. "Thanks…for the help back there, I mean."

He nodded, trying to find the right words to say. He lifted his hands and squeezed her shoulders tightly, searching the girl's gaze. "I just…New York is different, Star. There are guns and knives and weapons that you don't have. I just want you to be careful, is all. I can't…I wouldn't forgive myself, if something happened on my watch."

Star chuckled, shifting from his grasp. "I'm a big princess, Peter. I can take care of myself." Then, falling a little more somber, she looked away. "But I'll keep that in mind."

"Thank you."

They continued walking, this time in silence, and just as they hit Peter's front door, he stopped again, something from earlier bothering him. "Earlier tonight," he blurted out, making Star jump. "At the Bounce Lounge. You said…"

He trailed off, feeling stupid, and Star tilted her head curiously. "I said what?"

Peter pursed his lips. "You called me one of your besties. I didn't think…I didn't think you liked me that much, is all."

Star scoffed and punched him in the shoulder, her eyes wide. "Um, shut up! Of course you're one of my besties, you dummy! Was that seriously bugging you?"

Peter managed a sheepish smile. "Yeah, a little."

She rolled her eyes, a grin on her cheeks, and pushed into the house, lowering her voice a bit and waiting as Peter stepped inside. "Well, stop worrying. Plus, now we have our own dimensional scissors! We can go wherever and do whatever we want! What are you feeling?"

Peter gave a laugh and stopped in front of his room, hand resting on the doorknob and tapping thoughtfully against the copper. "How about," he mused, his voice low, "you put the scissors away, I get dressed, and take you on patrol for a while? And then we get back and crash? Does that sound okay?"

Star absolutely lit up, bouncing on her toes, and nodded vigorously, abandoning Peter and going next door to drop off her things while Peter changed into his costume. He shut his door behind him and shook his head, digging through his closet and pulling out the suit.

Dimensional scissors.

He had a feeling his life was going to get even more weird than it already was.


	4. Chapter 4 Sparky Attacks

**Author Note: Hello everybody Im back with a new chapter of Spidey Vs The Forces Of Evil. Im sorry for the long wait. I have some bad news, PFTones3482 has stop being involved with this story. She told the the stress of writing a ongoing story like this and her lack of knowledge of Spider-Man (she mostly know Spider-Man from the movies) has cause her to decide to leave this story. I complete understand and still respect her as a fellow fan and writer. Dex Cipher the other co writer for Spidey Vs The Forces Of Evil took over writing this chapter. I hope you enjoy this chapter.**

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Chapter 4: Sparky Attacks

The bell of the school rang, announcing the end of the day.

All the students started to walk to the exit, ready to go home.

"So… Star." Janna asked as she walked by her side. "How have you been? Hope Peter is not drowning you in boredom." She said with a mocky tone.

"Are you kidding me? Hanging out with Peter is the best! Isn't that right, Peter?" Star asked at her friend who was walking lazily by her side.

Peter was really tired.

Training Star in his night patrols has been really exhausting. He had to not only take care of Star, but take care of the criminals as well! Star had a really barbaric way to fight.

Since then, his night patrols have become much longer.

"Hey, are you awake? Hello? HELLO?!" Star shouted while shaking him with her thin, but surprisingly, strong arms.

"Yes! I'm awake!" He shouted before Star released him. "Don't do that again…" He said before letting out a yawn.

"Well, after shaking Peter up." Jackie said, changing the subject. "How about if we go to my place to hang out?" She suggested with her usual cool smile.

"Yeah, sounds cool. What do you say, Star?" Janna asked at the dimensional girl.

"Sure!" Star said excitedly as she jumped to her friend's side. "Peter, are you coming?"

"Huh? Oh! N-no, I think I pass this time!" Peter said, rejecting the invitation.

"Okay, if you say so." Janna said before walking away with Star and Jackie. "Goodbye, nerd."

"See you later, Peter!" Star waved at him good bye before walking behind the other two girls.

"Have a great time…" He said with a forced smile before the three of them were lost of sight. After that, Peter let out a sigh. "Maybe I can get some sleep while Star is busy…" The sound of the police sirens told him otherwise. "Or maybe not… Ugh..."

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The silence of the night, a very pleasant experience for everyone that can call themselves as normal persons. No noise to disturb the inner peace of the citizens and the gently darkness giving rest to the exhausted eyes.

But of course, that only happens when you are a normal person.

Enjoy your calm, because there are people in this world, such as Spider-Man and Farfalla that dedicate their nights to patrol the city of New York.

Just like right now.

A car was driving at full speed through the almost empty streets after successfully stealing some electro domestics from a shop while a singular pair pursue it.

Spider-Man was web swinging his way to the car of the thieves while Farfalla flew just above it.

"I'm going down!" Farfalla exclaimed excitedly while keeping her pace with the car.

"Star, wait!" Peter exclaimed, but it was too late. Instead, he focused on catching up the car. Without wings, he still was some distance away from Farfalla and the thieves.

One of the thieves looked back. "I told you he will show up!" The thief shouted when he spotted Spider-Man chasing them.

"That dude is really annoying! And so you are! Stop crying and shoot him already!" The driver said as he passed a gun to his partner in crime.

"Alright, but you don't have to shout at me!" The thief exclaimed while taking aim of the hero.

Before he could do anything else, a big sword penetrated the roof of the car, startling the two thieves. The two let out a girlish scream.

"What is that?!" The one with the gun asked in shock while the other one tried to keep his eyes on the road.

Meanwhile, in the roof of the car, Farfalla was trying to pull out her big sword. "I think it's stuck… Oh well!" She said to herself as she withdrew a big spikes ball from god knows where. "I always wanted to use this anyway!" She told to herself before slamming the giant war object into the front of the car, launching the vehicle into air, making several flips before landing back on the street, now flipped upside down.

The two thieves went out of the car, the one with the gun started to vomit while the other one tried to escape before he fainted.

Farfalla landed gracefully in front of the truck with a victory pose. "And that was another decisive victory for Farfalla and her friend Spider-Guy!" She shouted excitedly while throwing her arms into the air.

Spider-Man landed by her side, like if he was called by the mention of his name. "Star, what the-?!"

"Hey! I call you by your hero name! So you must call me by my hero name, too!" Star shouted at him.

With a sigh, Spider-Man crossed his arms. "Alright, "Farfalla", can you please tell me what the heck did you did?" He asked in a serious tone.

"I stopped the bad guys! No need to thank me for that, my friendly neighbor, Spider-Guy!" She said while patting his back.

"Yeah, I can see that. And what did I have told you about those weapons?" Spider-Man asked while pointing at the sword and the spikes ball.

"Don't worry about that! I still have plenty of weapons to destroy our opponents with!" She said cheerfully as she withdrew an axe from…

"From where did that even came from?" Spider-Man asked with a confused expression.

"I dunno, the new writer is kinda dumb…"

"What?" Spidey shook his head. "I don't have time for this…" He thought to himself. "No, we are not going to destroy them. All we have to do is to capture the criminals and leave them in a place where the police can find them, without making too much damage." Spider-Man said while shooting some webs at one of the thieves that was trying to escape.

"Hey, I like even fights! If they can use guns, I don't see why I shouldn't use my own weapons!" She exclaimed.

"Still, you shouldn't use those in here. You could get something wrecked!"

"I only stopped the thieves' car! It's not like I destroyed anything!" Farfalla exclaimed while crossing her arms with an annoyed mood.

"But you are not supposed to stop it this way!" Spider-Man exclaimed while pointing at the upside-down car. "I mean, look at it, it completely wrecked!"

"No it's not!" Farfalla exclaimed back.

"The lady is right…" A voice interrupted them.

The two heroes looked at the voice direction and found a man with an electricity-like disguise.

Electro placed a hand on the smashed electro domestics, absorbing all the energy from them. "It's not…" he said before flying in the air and exploding the car with his powers.

The two heroes stood there, watching the huge explosion before it ceased.

"Ha! See? I didn't destroyed it!" Farfalla exclaimed with joy.

"Now it's not the time for that!" Spider-Man said as he took a fighting stance.

"Oh, right, right, right, right!" She said, taking a fighting stance as well.

"Well, well, well… What do we have here? Another annoying bug themed hero for me to squash?" Electro said while looking at the butterfly like heroine. He slowly descend to the ground to face his two enemies, because a friend of Spider-Man was always an enemy of his.

"More like another hero to bug your plans, right?" Farfalla exclaimed with a big smile while looking at her friend.

Spider-Man let out an annoyed sigh. "Why me…?" He thought to himself.

"So, who is this lady, Spidey? Your new girlfriend?" He said in a mocky tone.

"That is not of your con-!"

"Girlfriend? Of course not!" Farfalla exclaimed while wrapping an arm around Spider-Man. "We're besties!"

Spider-Man tried his best to not face palm. "Again… Why me…?" He thought once more.

Electro looked confused at this reaction. "She is new in this, isn't she?" He asked with a deadpanned expression.

"Hey! Who are you calling a newbie?" Farfalla exclaimed with annoyance.

"Sorry, dear, but you are greener than a piece of broccoli." Electro said to the new girl, which he was still not prepared to properly call an enemy.

"Hey! I am better than you and your stupid disguise, Sparky!" Farfalla shouted.

At this, Electro changed his mind about the new one. "How dare you?!" He shouted with rage as he aimed his hand at the heroes and shot a great amount of electricity towards them.

The two heroes dodged this with ease before Spider-Man countered with a web attack.

Electro dodge it and send a ball of electricity flying towards him.

Spider-Man tried to dodge it, but the ball of energy was chasing him.

While Spider-Man was busy, Electro changed his attention to the Butterfly heroine. "Nobody insults me and gets away with it!" He yelled, shooting multiple lighting towards the heroine.

Farfalla flew out of the way and withdrew her wand, changing it into a big Butterfly pattern sword. "Now we are talking!" She shouted while getting in a fighting stance.

"What did I told about those weapons!" Spider-Man shouted to Farfalla while still trying to get the electric ball out of his back.

"Ugh! Fine…" She said in defeat before turning her wand into a staff. "Happy now?" she asked with annoyance.

"Absolutely!" Electro said while charging electricity in his hands. "Now I have a lightning rod!" He shouted before shooting all the energy towards Farfalla.

Farfalla used the staff to knock the energy back to Electro.

"What?!" Electro said in shock before the electricity hit him.

"Ha! Take that!" Farfalla said with a proud smirk.

Electro just absorbed the whole attack back into his body, still confused by the staff of the girl. "Hmm… Interesting staff you got there, girl."

A web quickly wrapped around his feet, slamming him down into the ground.

"Interesting webs you got on your feet, man." Spider-Man said with a mocky tone as he hold the webs with his hands.

Electro looked back at the spider like hero. "You little-!"

"YAAAAHHHH!" Farfalla shouted as she jumped with her staff in the air, preparing herself to hit her foe's head with her magical stick.

Electro just moved aside, dodging the hard staff that slammed into the concrete, leaving it cracked and the staff stuck.

Electro took flight once again.

Spider-Man was about to slam him against the floor once again before the electric ball impacted on him from behind, making him lose the grasp from his webs.

Electro flew some distance away from the two heroes before looking back at them. "It seems I have to get going already, but don't worry about me. I'll be back to play before you know it!" With that, Electro flew away, escaping.

The two heroes looked villain that just escaped before their eyes before Farfalla broke the silence.

"Ugh… Great…" Spidey said to himself.

"Well, it looks like I scared him off!" She exclaimed with a confident smile on her face and a heroic pose.

"Yeah, I would have run away too if I almost got my head smashed with that thing." Spidey said while pointing at the staff that was still stuck in the pavement.

"Still, this was another decisive victory for us!" Farfalla exclaimed excitedly.

"Yeah… You could say it that way." Spidey said as he shoot a web upwards, ready to swing through the town once again.

"Oh! We are still going after Sparky?" Farfalla asked with excitement.

"No. I'm still going after Sparky. You are going back home and get into bed." He said as she made sure that the web was well attached to whatever it hit.

"What?! No way! There hasn't been even an hour since we are out! And you already want to get me back?"

Peter sighed. "Look, I know I promised to take you on my patrol for tonight, but I really need you to get back now. That guy is really dangerous, and you are not ready to face him yet." He said before he started to swing in the air once more.

Farfalla extended her wings and started to chase after him. "But I have magic, Peter! I can handle Sparky on my own!"

"Star, I know Electro is not the big deal, and I know that you have magic. But I also know that you still have no control over your magic. And Electro can be pretty dangerous if he wants to."

"But-!"

"No "buts", Star! Go back home! Your patrol is over for tonight." He said before speeding up, leaving Star behind.

Star descended to the floor, seeing with annoyance how Peter swung away. "Hmp! You have no control over your magic." Star said, trying to imitate Peter's voice. "I'll show him!" Star said as she withdrew her wand, transforming it into a staff before casting a spell.

* * *

Peter swung his way through the streets of New York, looking for the electrical criminal. "Let's see… Where could he have gone to?" Peter asked himself before stopping in the top of a building. He started to watch the city, looking for something that looked suspicious or a place where he knew Electro could be.

Suddenly, a butterfly themed hero flying through the streets called his attention.

"You have to be kidding me…" Peter mumbled to himself.

Meanwhile, Star was flying over the city, following the signal of her staff to track down the supervillain she knew as... "Alright, Sparky. I'm coming for you."

"Hey!"

Star turned his head to watch how a spider theme hero was following her from behind, web-swinging his way towards her. "Oh! Hey there, Spidey!" She greeted cheerfully.

"Star, I think I told you to go back to the house!" He said as he swing by her side.

"And I thought I told you I could take Sparky down by my own!"

"No! You are not ready yet!"

"I have been patrolling with you for one week and a half! I can already take guys with guns by my own! So I think it's time for me to level up!" Star argued back, flying faster while following the spell.

Spider-Man was getting a little anxious with the behavior of Farfalla. "Star-!"

"Farfalla!" Star interrupted.

Spidey face palmed mentally. "Okay… Farfalla! Go back home! Now!"

"Sorry, can't hear you!" Star exclaimed with a sing-sang voice as she flew faster.

"St-I mean, Farfalla! Wait!" He shouted before she lost her from sight. Spidey let out a growl of annoyance. "I have to do something before she hurts herself." He told to himself. "Think… If I were Electro, where could have I ran away?" He asked himself, thinking in the possible places from the villain to be, realizing short after that it could only be one place.

* * *

It didn't take long before Farfalla arrived at her destination. The power plant.

The security had been taken down and the guards were unconscious on the floor.

Electro was occupied absorbing all the electric energy that the facility generated. A sudden cry of war called his attention, turning around just in time to avoid the hit of a hard staff. "Ah, so the annoying fly decided to show up."

"Who are you calling a fly, Sparky?" Farfalla exclaimed as she rushed towards her target.

Electro moved aside, letting the staff to collide in the floor. "You must really be new on this. I mean, what kind of heroic entrance is that? Hasn't Spidey taught you anything?"

Farfalla swung her staff once again, being easily dodged by her opponent. "Hey, are you even listening to me?" He exclaimed as he shoot a ball of electricity towards the girl.

Farfalla knocked it away with her staff before resuming the fight.

Spider-Man arrived at the place, trying to spot the guy he was looking for. It was not that hard, the lighting was a dead giveaway. He hurried to the place, finding Star swinging her staff consecutively towards the villain.

Electro was calmly dodging everything.

"Oh boy…" He told to himself before jumping into action.

"You are really boring." Electro stated while still dodging everything.

"Then stay still!" Farfalla shouted.

Electro let out a yawn. "You know... fighting Spidey is way funnier than fighting you…"

A pair of webs suddenly stick to his back. "That can be fixed!" Spider-Man shouted before using the webs to slam Electro into the floor, far away from Farfalla.

"Huh?" Star asked herself with confusion before the spider themed hero landed in front of her. "Peter?"

"Star, I think I told you to go back home." He said with his arms crossed.

"No! I can handle Sparky by myself!"

"This is not a question, Star. You are not ready for this kind of villains yet. So go back before something bad happens." With that said, Peter shoot a web and use it to get to Electro. He landed in front of the electrical enemy.

"Oh, so you finally arrived!" Electro exclaimed with fake joy.

"Let's just get this over with." He said before the two jumped into action.

Electro quickly stretched his hand out and shot lighting towards Spider-Man.

But our hero quickly avoided the attack and countered back with a punch to his face.

Electro tried to punch him back, but the spider sense was outmatching him.

Peter could avoid every single punch and the attack him in one opening short after, not leaving him time to react or think.

A he keep failing, his rage increased. He quickly charged his arms with electricity before releasing a shock wave all around him.

Spider-Man jumped backwards, getting away from the electric field. The electricity died out, giving Peter the perfect opportunity to shot webs directly at him.

The webs stick to Electro's chest.

Peter started to pull from him, sending him to the air and ready to slam him in the floor.

"Gotcha!" Electro shouted as he grabbed the web from his chest and sent a discharge through it.

The electricity coursed through Peter's body, stopping his act in the spot.

Electro quickly release himself from the web and flew towards Spider-Man, delivering an uppercut, sending him flying in the air.

Before the hero of New York could react, Electro flew in the air once more, shooting a lighting in front of him.

The attack sent him flying downwards before he impacted with the concrete.

"Ugh… This might take a little longer than I expected…" Spidey told to himself while rubbing his head.

"Don't worry! I'm on it!" Farfalla shouted while flying above him.

"What? No! Wait!" Peter called out. But his words fell on deaf ears.

Once again, Farfall flew straight to the opponent with her staff. Catching Electro off guard, Star managed to land a hit on his back, sending him straight to the floor with a hard impact.

The villain stood with difficulty while rubbing his back. "What the heck was that?!" He exclaimed as he turned around to see the Butterfly heroine, flying towards him with her staff. "You again?!" He shouted with annoyance while dodging her hit.

The staff impacted in the floor, getting stuck due the force.

Star tried to get it off to resume the fight, but it won't move an inch.

"Haven't you learned your lesson yet?" Electro asked as he charged an attack to launch at her. He positioned his hand in front of her face, ready to release the attack.

But a kick on his head sent him flying backwards.

Spider-Man had arrived at the best moment.

"Wow, Spidey! That was awesome!" Star said with a smile before she finally managed to get her staff off the floor.

"And what you did was reckless!"

"Hey! I was trying to help, and I managed to hit him!" She said as she swung her staff as if she was reinterpreting the scene.

"You can't just straight fly to the bad guys and start fighting them without a plan! Here on Earth, we think things through before doing anything else!" Spidey exclaimed.

"I just want to help you to beat the bad guy!"

"And I just want you to stay out of this!" As soon as he said that, a lighting impacted on him from behind sending him flying face first to a wall.

Star gasped at this before looking in the attack's direction.

"I'm starting to get tired of these silly games!" Electro shouted angrily as he walked towards Star.

"Hey! No one hurts my bestie!" She shouted before aiming her staff at him, ready to blast him away. "Narwhal Blast!"

The blast of narwhals came out from the staff.

"What the heck?!" Electro exclaimed before blasting his own attack at the narwhals.

The poor animals were impacted by the electric attack, getting back in the staff.

"Who are you?" Electro asked before the girl shouted once more.

"Cupcake blast!" She casted while aiming at the villain.

Electro simply flew in the air to dodge the attack. He managed to get to Star just in time to finally connect a punch in her body, sending her flying towards the same wall that Spidey had impacted on, falling by his side.

"Didn't I told you? A newbie like you doesn't stand a chance against the great Electro!" He said as he started to absorb all the electricity from the power plant.

The whole town started to get without any energy. Obviously, bringing the chaos upon it.

"Yes! Finally! I will finally be invincible! And not even that stupid spider will be able to stop me!" Electro shouted with joy as he felt how the energy started to store inside his whole body.

"Oh snap! This guy is going nuts!" She exclaimed with concern. "Peter! I need your help with this dude!" She said while shaking him, trying to wake him up.

But Peter was not answering. He was unconscious.

"Peter, this is not the time to get a nap!" She shouted as she continued to shake him.

Without any success, of course.

"Hmp! Well then, if you're not gonna help me! Then you can keep up your nap! I can do this alone!" She said while standing on her feet and aiming her staff at the villain.

"Crystal Heart Dagger!" She shouted, getting lots of sharp heart shaped dagger to attack her enemy.

But the field of energy around him was so strong at this point that the blast didn't manage to get past it.

Frustrated by this, Star kept attacking the field.

Her spells were easily knocked away, electrocuted and outplayed by the growing energy.

"Argh! It's no use!" She exclaimed. With exhaustion, Star sat next to her unconscious friend. She looked at him and asked. "So… What would you do in a case like this?" She grabbed his wrist and moved his hand like if he was explaining something. "You have to analyze the situation and do other boring and nerdy stuff…" She said while trying to imitate Peter's voice. "Analyze the situation…?" She asked back. Star now grabbed his head and make him nod.

The laughs of the villain called her attention, making her turn to analyze the situation.

"Okay, Star, think… How can you beat a guy made out of… electrical… stuff…" She asked herself while tapping her chin. "What is that electric stuff anyway?" She asked herself before turning to see the lights of the bulbs dying out, being absorbed by the freak. "Oh, so that is the electrical stuff!" She exclaimed before gasping in realization.

Yesterday on the apartment. Watching a movie with Peter and her sister.

"Wow! That dude is awesome!" Star said as she pointed at the protagonist of a movie.

"It's not the big deal…" Peter said with a bored expression.

"Huh? What do you mean?" Star and Teresa asked with confused looks.

"Don't get me wrong, but I don't see much of action for a firefighter like him." He said.

"Firefighter? What's that?" As soon as Star asked, the scene of the movie switched to a really vivid fire. Screams of people alongside it. Star got scared by the sudden change. "AAAAH! FIRE!" She shouted while pointing her wand to the T.V.

"W-Wait!" Peter exclaimed, but it was too late.

"Super Fire Extinguisher!" She shouted before lots of water came out of the wand, impacting on the television, causing a shortcut.

Peter sighed with frustration.

"That's it!" She shouted before flying off.

"Yes! YES!" Electro exclaimed, getting more powerful with every second. "Finally! The world will be mine! And I'll destroy everyone that opposes me! Starting with you!" He yelled as he turned to see the Spider-Man. He aimed his hand at him, gathering the enough energy to kill. "Goodbye, Spidey! See you in hell!"

"Hey! You're getting all fired up!" A shout called him.

"Huh? Who is it this time?" Electro looked upwards, looking at the source of the voice, identifying it as Farfalla.

"Let me help you with that!" She said as she aimed her staff down. "Super Fire Extinguisher!"

With the spell casted, a great amount of water was fired at Electro.

Before he could react, the water reached him. "N-N-NOOOARGH!" He shouted as the water did his effect, giving him a shortcut. The shortcut rendered him unconscious, forcing him to release all the power from his body and to fall to the floor.

Star gasped with excitement. "Oh my gosh. I did it! I did it all on my own!" She exclaimed happily before landing by Peter's side. "Ha! How was that?" She asked with a victory pose.

But got no response.

"Hey, are you still napping?"

* * *

"I'll take that as a yes!" She said before clapping her hands together with a satisfied look. "Well, my job here is done! Time to go home!" She said to herself as she casted a stroller and placed Peter into it. When she was about to leave, she remembered something important. "Wait, I think I should get that guy to a place where he can be arrested. But where that might be…?"

"I think this is the perfect place, young lady." A voice said from somewhere.

Star quickly looked upside to watch a helicopter flying above her.

A hand was placed on her shoulder.

"Ah! Who are you?" She said while backing away and aiming her staff at the man.

"You can call me Nick Fury." The man said calmly while stretching his hand at Star. "It's a pleasure to meet you, Star Butterfly."

"W-What?" Star asked nervously. "You must be wrong! I am not me! I mean, I am not Star Butterfly!"

Nick stared at her in silence for a moment. "Then… How should I call you?"

"The name's Farfalla! Heroine of the night!" Farfalla exclaimed with energy. "And this is my sidekick, Spider-Guy!" She said while pointing at Peter.

"Okay, Farfalla, I would like to thank you for taking care of Electro in such an effective way." He stated as he watched how his agents were taking Electro away.

"Oh, don't worry! It was easy! Nothing that a little water can't wash away, right?"

"I have to say, we could use someone with your abilities working for S.H.I.E.L.D."

"S.H.I.E.L.D? What's that?"

"To put it simply, it's an organization that dedicates to keep the peace in the world. Only the best people are recruited for this organization."

"Only the best? And you're asking us?" Star asked with a bright smile.

"I didn't asked you to join S.H.I.E.L.D. I can tell that you are still new with magic and on the superhero duty as well." He said while pointing at his back, refering to the damage caused to the power plant.

"Hmp! Why everyone thinks I am a newbie!"

"I don't think so. I know so, Star." Nick said before rubbing his chin. "Or should I say, Farfalla?"

"Oh..." Star said as she realized that the man in front of her knew too much about her.

"Here." Nick said while handing her a card. "If you ever need help, you call us." Aafter that, Nick turned around, leaving the place.

Star looked carefully at the card. "Thank you!" She shouted with a smile before Nick got out of sight. With the same smile, Star turned around and looked at the stroller behind her. "Let's get you home, you big nappy baby!"

* * *

"What happened in here?" One policeman asked as he looked at the scene in front of him.

The group of policemen were looking with confusion at the upside down car of a pair of thieves, which were secured in their place by some webs.

"Did Spider-Man did this?" One of them asked.

"I don't think so…"

"But these are his webs!" Another said while pointing at the thieves.

"You have a point there."

"Then, Spider-Man really did this?"

The officers suddenly stopped talking and started to hear something from behind them. Footsteps, to be more precise. They all turned around and watched how a Butterfly themed heroine was walking down the street with Spider-Man placed in a stroller.

The girl was humming a happy tone, walking without a care in the world. She suddenly turned her attention to the policemen that were watching her. "Hello there!" She greeted before resuming her way.

The policemen burst in laughter.

"What a bunch of cheery people! I'm starting to like Earth more and more every day!" Star told to herself while walking back home.


	5. Chapter 5 Match Maker

**Author Note: Hello everyone, here's a new chapter of Spidey Vs The Forces Of Evil. I'm sorry for how long this chapter took to make. Dex Cipher was supposed to help write this chapter, but he did not have the time, so I went to my friend and reviewer of this story Vanessa Masters to help write this chapter. Also my other friend Zim'sMostLoyalServant, writer of the Invader Zim story The New Adventures of Invader Zim: Season 1, proofread this story for spelling mistakes. Now this chapter is an adaptation of the Star vs. the Forces of Evil episode Match Maker, with a few difference from the canon episode.**

* * *

Peter and Star walked down the hallway, Peter still not comprehending how Star had met Nick Fury, and stopped Electro. Not in that order.

"It's just, I've been at this longer then you have," Peter said, "And you manage to do all that in just a few nights?"

Star smiled in confidence.

"What can I say? When I first took this wand, I knew I was gonna do amazing things with it." Star bragged.

"You set your kingdom on fire, and was banished to this dimension," Peter stated in a deadpan manner.

"Nooooo! I was 'transferred' to another school," Star said defensively, "It was either THAT or 'Saint Olga's School for Wayward Princesses' which…" Star hugged herself, shuddering.

Peter shook his head with a wry smile.

"Hey, it's that magic girl."

Peter turned to see Flash walking past with a large group of students and the school janitor. They all passed by Star and Peter, saying hello to Star.

"Hi, new friends! Hi!" Star waved wildly as Peter watched in awe, and slight jealousy, "Everyone's so cool here, Peter. It makes me wish my parents had tossed me out of the castle years ago."

Peter rolled his eyes playfully.

"Oh, so NOW you admit you were 'kicked out?'" Peter asked, arms crossed with a smirk.

Star pursed her lips, looking everywhere but Peter, so neither to confirm, nor deny.

"I'm a little miffed, you've only been here a few days, and already are super popular," Peter teased lightly.

Suddenly, Peter and Star heard rolling wheels and looked left. Jackie Lynn Thomas did a kick-flip on her skateboard and rolled through the halls. Peter watched her, his eyes turning to hearts practically, as she came down the hallway.

"Jackie Lynn Thomas!" Peter whispered to himself reverently.

"Hey, Star Butterfly," Jackie greeted to Star, "Hey, Pete."

Peter felt his heart jump at the greeting.

"H-he-he-hey! Hey…" Peter stuttered.

"Hi, Jackie!" Star greets, and looks at Peter who watches Jackie leave the hallway. She gasps gleefully, "I need to fix you up."

"What!?" Peter snapped out of his love daze to stare at Star incredulously. Star huffed, spinning her wand, as she acted confidently.

"Oh, come on. I'm almost as good at matchmaking as I am with magic," Star brags.

Peter's spider-sense acted up, and he immediately dodged a sudden blast of magic from Star's wand, which left a large scorch mark in the wall, right where his head used to be.

Star looked mortified, as Peter straightened up with eyes hooded at Star.

"Yeah, no… I'm good." Peter stated.

* * *

In class later on, Star was scribbling on her desk, and eagerly shook Peter's arm, since he sat next to her.

"Look! Look! Look! It's my name, inside a butterfly, and next to it are TWO hearts, and a spider." Star said beaming at her cutsey illustration of a star, drawn inside of a butterfly on her desk.

The moment was killed when a test paper, with a large red F on it, was slammed down on the desk by the math teacher, one Miss Skullnick. Miss Skullnick was a heavyset middle-aged woman with cream-colored skin, faded red hair that was styled back to resemble horns or flames, and black eyes. She wore small black-rimmed reading glasses, gold hoop earrings, a lavender shirt, leopard-print pants, and purple high-heels.

She glared hatefully at the class as she passed out the tests, frowning heavily.

"As you can see, class, most of you have done a pathetic job," She glowered at Flash Thompson. But she turned and smiled at Peter, "Except you, Mr. Parker. Your paper is the only thing that brings a smile to my face, and keeps me from losing my mind in the sea of mediocrities and failures."

Peter smiled, blushing, but slid down his chair as the other classmates glared at him. Flash was glaring the hardest, though backed down when Miss Skullnick cleared her throat warningly… or growled. It was hard to tell.

"I did just as good as you, Pete," Star said, holding up her test paper, "Look! I got a F for FANTASTIC!"

She beamed happily, pointing to the glaring red, F- on her test paper, causing Peter to wince in sympathy.

"Uh, Star, the F stands for 'failure'," Peter informed her.

"Huh?" Star looked downcast, frowning at her test paper.

"Don't they have tests in Mewni?" Peter asked curious.

"Uhhhhhhh…" Star looked from her test to Peter, to the test, to Peter, "So, what grade did YOU get?"

Peter looked bashful.

"Just the usual A+…" Peter showed her his test.

"There's a smiley face too!" Star said in awe and envy.

"Yeah, Miss Skullnick kinda gives me special attention for my good work…" Peter leaned over to whisper, "It has NOT helped with my social status in school."

Star was still all shimmery eyes at the sight of Peter's good grade.

"Ooh... I want the best one too!" Star proclaimed, standing up from her desk she went over to Skullnick, who was writing at the chalkboard.

Peter's eyes bulge in warning, and he leaned forward to grab Star, missing and leaning over the edge of his desk.

"Wait, don't!" Peter whispered harshly in alarm.

Jackie and Janna walked up to Peter's desk, looking alarmed.

"What is she doing?" Jackie asked.

"You don't talk to Skullnick after you get a F. You accept it and leave with your head down!" Jena remarked.

"Obviously, being from another dimension she doesn't know how to handle teachers like Skullnick!" Peter said to Janna, avoiding looking at Jackie and getting more flustered.

As they whispered frantically, Miss Skullnick was writing at the chalkboard as a unsuspecting Star approached, unaware of the dangers she was walking into.

"Oh, Miss Skullnick!" Star called out in sing-song tone.

Miss Skullnick crushed the chalk in her hand and turned to Star with a growl.

All the other students leaned back in their seats with fear in their eyes, as Star just smiled at the ferocious woman.

"Hey, Skullzy! Can you please do me a teeny favor and turn my "F" into an "A"? Star asked, tilting her head to the side in cute manner.

"Oh, she's dead," Janna said dully.

Skullnick stared at the test in disbelief, considering Star answered question four with a drawing of a clown with a flamethrower.

"You're whining about a lousy grade?" Skullnick hissed, spitting out saliva at Star as she shoved the test out of her view, "I finally got a guy with a boat, and he left me at the dock!"

Star held up the test again to block the spray of spit from Miss Skullnick.

"The dock?" Star asked in confusion.

"The dock isn't the important part!" Miss Skullnick yelled, fists clenched and shaking angrily.

Star nibbled on her wand, and Skullnick realized she was talking to driftwood, sighing miserably.

"I guess I'm doomed to dry land. If only I had a smart, sweet, compassionate, handsome man… Like Parker over there!" Skullnick gestured to Peter.

"Yeah, I wish I had Peter too…" Jackie shook her head as Peter turned with a blush, and Jana snickered, "I mean, a guy LIKE Peter."

Janna waves her hand through the air.

"Smooth, Jackie," Jena laughed.

Star's eyes lit up as her wand chimed with her reaching an epiphany.

"I got it! I'll cast a spell to get you the perfect guy, and you can give me the perfect grade," Star said with a big grin.

"Whoah! Wait a moment there!" Janna hurried over to Star.

"Star, don't…" Jackie ran over with Peter.

"Man Magnet…" Star chants.

"Wait!" Skullnick yelled, waving her hands frantically.

"…Love Storm!" Star pointed the wand at Skullnick.

The teacher was engulfed in a sickly green light, her body spasming from a painful transformation, yells of agony from her before she collapsed to the floor. She was on her butt, woozy, swaying from side to side… and completely transformed.

Everyone in the class gasped, yelled, or called out in alarm at the sudden transformation bestowed on Miss Skullnick.

Miss Skullnick was slightly fatter than before, with the addition of some body hair. She now had pale green skin, longer hair in a brighter shade of red, yellow eyes, turquoise lips, an underbite with protruding fangs, longer ears and nose, and a pink gemstone embedded in her navel.

"Oh my lord!" Peter gasped in horror.

Star gawked at Skullnick in distraught horror over her major foul up.

"Star, what did you do!?" Jackie asked Star incredulously.

"I… I…" Star looked from Skullnick to Jackie to Peter to Janna in alarm, her mouth twisted in a scared grimace.

"I think I turned her into a troll," Star whispered, mortified.

Everyone in class had mixed reactions. Flash cheered in sick glee, as the others responded in various ways.

"I gotta go tell the Principal," Peter said, hurrying out of the room, "Maybe he can call the mayor who can call the Avengers to call Dr. Strange, and he can fix this."

"What? Peter, I can fix this!" Star said in a hurt tone.

"You thought you could fix her social life, and now she's a troll! I think the facts speak for themselves!" Peter shouted over his shoulder as he ran out. Once he was out of the room, Miss Skullnick came out of her daze, and looked at her body in disgusted terror.

"AAAAAAAAAAAAAAAAHHH! I'M HIDEOUS!" Skullnick screamed, running in place in horror over her new form.

"Quick, change her back!" Jackie said in a desperate tone.

"Yeah! My parents will make me transfer schools if they hear a teacher got turned into a troll!" Janna exclaimed.

"Oh, okay, yeah, right!" Star said laughing nervously, not too sure how to do it, "Okay, yeah… Lightning Change Back!"

And immediately, Star waved her wand, her pupils turning into stars, as her wand was charged with a pink magical energy. She shot Skullnick with the ray, who screamed in pain as the energy engulfed her, and the energy reached out and swallowed up Jackie and Janna in its field of influence. And all four vanished from sight. The whole group of students left behind gasped in surprise.

Peter came back into the class, followed by the Principal.

"Star, I…" Peter looked around in a panic, "Where are they!?"

* * *

Across town Star, Janna, Jackie and Skullnick magically reappeared in the Parker household, namely, Peter's bedroom. Skullnick screamed and ran up and down the room.

"What… where are we?" Janna asked.

"I think I teleported us to Peter's bedroom!" Star said in shock.

"Oh, wow, seriously!?" Janna exclaimed in surprise.

"Ohhhh… I wish I knew how I did that. It could really come in handy if I don't feel like using my legs," Star said.

"Wow, this is cool," Jackie said with a smile, as she sat down on Peter's bed.

Janna snickered.

"What?" Jackie asked with a frown.

"Your getting AWFULLY cosy on Parker's bed, the cushion of his underwear must make it comfy," Janna teased.

Jackie jumped up with a mortified yelp, causing Peter's clothes to fall off the bed. Janna lunged forward, and held up a pair of blue boxers.

"Huh, I always took Parker as a tighty-whitey guy," Janna said with a grin, stretching out the waistband.

"Janna, put that down!" Jackie snatched the boxers from Janna's hand. She then stared at the boxers, blushing, and quickly dropped them.

Star giggled as Skullnick walked back and forth, muttering under her breath in shock.

"Huh, wonder what those are?" Janna said as she noticed the web shooters on Peter's desk.

Jackie's eyes widened, seemingly in recognition, and hurried over to block the objects from view. She grabbed them behind her back, and opened and shut a drawer to drop it back in.

"Nothing! Seriously, Janna, do you HAVE to snoop in everyone's business?" Jackie asked with a frown.

"What? Afraid I'll find his dirty magazine stash, and find out he's not into skater blondes?" Janna teased.

Jackie narrowed her eyes at Janna, before reaching down and tossing one of Peter's discarded shirts onto Janna's face.

"ACK! Nerd stench!" Jena yelled, tugging off the shirt.

"Yeeeeah, I don't think Peter's gonna be happy about this," Star said worriedly.

"Why not?" Janna grumbled rubbing at her face, "He's got three girls in his bedroom looking at his underwear, that should be a dream come true."

Janna failed to notice, or was ignoring, the teacher/troll freaking out and Jackie face-palming.

All the while Miss Skullnick was flipping out, a familiar frog monster was watching from the bedroom window, laughing wickedly as he backed away. And fell with a yell, and loud crash, followed by a cat's yowling.

* * *

Inside Ludo's castle, Buff Frog jumped out of a portal, and saluted Ludo.

"Ludo, master. Star Butterfly has come home from school early today and she seems… distracted," Buff Frog reported.

Ludo was seated on his imposing throne, a bunch of pillows under his behind to lift him up high on the throne, and casually licking a strawberry ice cream.

"Distracted? Excellent! This is the moment I've been waiting for," Ludo threw his arms up excitedly, but his ice cream fell off. One of two guys on either side of his throne, Bearicorn, picked it up and put it back on the cone.

"No one's at their best when they're… distracted!" Ludo fell on his back, laughing as he licked at his ice cream cone, "Finally… I'll get my hands on that glorious wand!"

His eyes shimmered as he fantasized about getting the wand. He held it in his hand, and crystal grew over it and shattered to reveal a new wand, no longer in it's purple form with white wings to a skull form with black wings.

"And I'll get my big boy body!" Ludo narrated, laughing wildly.

Imagination Ludo suddenly grew into a large, hulking form. He terrorized Mewni by zapping everything with magic.

"Kick down the tower. Zip, zap, zip-zip, zip, zap! And…"

The scene suddenly changed.

"I'm a lifeguard!"

Imagination Ludo was suddenly in a hot spring surrounded by buxom beauties.

Back in reality, his men stared at Ludo, as he had his eyes shut, and pressing his hands on air, and blowing a loud, raspberry.

"One, two, three…" Ludo chanted, blowing another raspberry.

"Is that CPR?" Bearicorn asked.

Ludo snapped out of his pleasant daydream.

"Silence!" He yelled, before looking disappointed, "…Yes. Unfortunately, I was too late."

The room fills with bats, as Ludo prepares to leave.

* * *

Back at the Parker household, things… weren't going so well.

Star managed to knock out Miss Skullnick, and Janna tied her up with a bunch of rope she found under Peter's bed.

"Yeah, not gonna bother asking WHY he has all of this rope," Janna remarked, "For all we know, it's something boring, like part of a disaster kit."

So, they all got Miss Skullnick tied up in a chair, which Jackie had serious misgivings about.

"Tying up a transformed teacher against her will, I swear," Jackie shook her head, "My morning started off so well with wild-berry Poptarts!"

"Oooooh. What are they like?" Star asked.

"Star! Focus!" Janna scolded.

Soon, Skullnick woke up, realized that her transformation wasn't a terrible nightmare, and started sobbing. As it would look bad, if Peter came back to find his floor soaked, the girls all got out some buckets. Which, sadly, did VERY little, as soon the room was filled with tears, while Miss Skullnick now sobbed, wet, splashy tears.

"You'd think she'd have dehydrated by now," Jackie remarked.

"I know, and now my new sneakers are ruined," Janna huffed.

Jackie frowned at Jena in reprimand, as Star looked sadly at the math teacher.

"Please, don't cry Miss Skullnick," Star pleaded.

"Look at her, why SHOULDN'T she cry!?" Janna exclaimed.

"Look, Star, you're from a magic dimension, right?" Jackie said, "Can't you like… call your mom, and ask her to reverse the spell?"

Miss Skullnick's uncontrollable crying was making the room a large puddle, but her grief was nothing compared to Star's horrified face, eyes wide, and hands on her face with a stricken expression.

"No! I can't ask for help! If my parents find out about this, they're gonna send me to…" Star trailed off as a horrible place appeared in her mind, "St. Olga's Reform School for Wayward Princesses!"

Star imagined herself inside the caste. She was strapped to an operating table with her hair tied back and the words "CUT HERE" and a dotted line drawn on her forehead. A demonic-looking surgeon appeared before her. He had a buzzsaw for a left hand, and his right hand held a scalpel.

"It's a terrible, horrible place, and no one who goes there ever comes out the same!" Star's voice said.

Star started to scream, and in reality, she was still screaming, holding her face, before Janna covered it, causing a muffled sound.

"Nope, nope, no screaming," Janna warned, "I can't be found in a room with someone tied up and another screaming, my parents are still miffed about my last birthday party."

"Oh, if only Peter was here, he could swing over…" Jackie sighed, before she cut herself off, "I mean, he could…"

Janna huffed in annoyance.

"Oh, Jackie, knock it off! We both know Peter is Spider-Man," Janna said, "And frankly, the whole 'pretending' is getting a little tiresome."

Jackie looked surprised, and Star acted in mock shock.

"Whaaaaaaaaaaaaaaaaat? Peter Parker is Spider-Man?" Star said in exaggerated surprise, "That's not possible!"

Janna and Jackie looked at her with unconvinced looks.

"Okay, so yeah, he's Spider-Man. But I live in the same house as him. And how do YOU know about it?" Star said, pointing to Miss Skullnick, "She knows, because we just said it.

Skullnick was still sobbing, much to the girls' dismay.

"Look, I doubt she's taking note of ANYTHING around her, so his secret is safe for now," Janna said.

"And I kinda figured it out?" Jackie said, "I mean, I saw Spider-Man swinging to school one day, and when he went into the gym, I ran over and bumped into Peter. Wasn't that hard to figure out after that."

Janna nodded.

"I broke into his locker once, just to see if he had some cool nerd stuff, and found his Spider-Man suit," she said to the other girls' shock and dismay.

"Oh, like you never rifle through another person's personal belongings?" Janna asked, before her eyes widened, "Really? It can't be just me."

"It's just you, Janna," Jackie said, before turning back to Star, "Look, Star, you just need to get the information without letting her know what's going on."

"Yeah, I lie to my parents all the time," Janna said, earning a elbow from Jackie.

"Noooo! Not lie, just… you know, dance around the truth," Jackie stated.

"I'm a great dancer!" Star said with a beaming smile. She backed up, waving her arms in the 'monkey dance'. She danced several more times as she danced out of Peter's bedroom and into her own, up to a curtain on the wall.

"I don't think she grasps the concept of 'dancing around the truth,'" Janna said, worried.

"She barely could keep Peter being Spider-Man a secret, I fear the worst," Jackie said fiddling with her gold scallop seashell necklace.

When Star reached the curtain, she pulled the curtain back to reveal her inter-dimensional mirror. She did a spin up into the air, landing back into the ocean of tears flooding the house.

"Mirror, mirror on the wall… Call Mom," Star chanted as Janna walked, or waded, into the room.

"Calling… Tom," the mirror responded in a computer-like voice.

"Who's Tom?" Janna asked.

Star was poised with her eyes shut, and hands demurely behind her back, only to snap them open in a panic.

"W-W-W-W-W—" Star yelled, waving her hands frantically.

Someone appeared, someone clearly not Star's mother. It was a teen boy, with spiky salmon-colored hair, very pale lilac skin, three red eyes (one in the middle of his forehead), black vertical lines under and around his eyes, two pale-orange white-tipped horns on the sides of his head, sharp teeth, and pointy ears and nose. His attire consisted of a red tattered T-shirt with a bright red star within a maroon circle in the center. A large fire was blazing in the area behind of the teen.

"Star!" The teen, Tom, exclaimed with a happy smile.

"No. No." Star snapped, pointing her finger at him agitated.

"W-Wait! You're here, I'm here—" Tom was cut off when Janna walked over.

"Who's this?" Janna asked in amusement.

"Ugh, my EX-boyfriend, Tom Lucitor, Prince of the Underworld," Star said with a unhappy tone.

"Wow! You dated a guy who was a prince AND a demon?" Janna said, impressed, "Now THAT is hardcore."

Tom preened at the praise indirectly thrown his way.

"Yeah, I am pretty wonderful, huh?" Tom said vainly, "So, did you maybe, want to go to a club, or…"

Star whips away from Janna, to point a finger at Tom sharply.

"I said "call Mom", not Tom," Star said heatedly. She then moved her finger toward a diamond-shaped crystal on the mirror's frame, and Tom looked frantic.

"No! Star!" Tom's voice changed, becoming more demonic as his eyes became stark white, and the fire behind him flared up.

"DON'T HANG UP!" He bellowed as Star cut the connection, and the mirror was shown to be dialing up Moon Butterfly.

"I really got to delete him off my mirror," Star said, agitated, her arms crossed stiffly across her chest.

"WOW!" Janna just slowly drawled, "I mean, I've seen exe's get UGLY, but THAT!"

Anything else Janna was gonna say was cut off as Queen Moon appeared on the surface of the mirror.

"Oh, Star, darling, what a pleasant surprise!" Moon said with a smile.

Janna backed up out of the view of Moon so Star could talk privately with her.

"So, Mom…" Star begins, all nervously, "Let's just say that someone accidentally turned someone into a troll with the wand…"

Moon's smile dropped into a frown, and Star waved her hands wildly, "Not that I would do that, no, because that would be completely irresponsible—"

CRASH

Janna and Star jumped in alarm as there was a loud crash and scream from Peter's bedroom. Jackie dashed into the room, looking frantic.

"Star, what is going on!" Moon asked her daughter, frowning angrily.

"Gotta go, bye!" Star said rapidly as she closed the curtains over the mirror, then she turned to Jackie, "What happened?!"

Jackie looked panicked.

"She jumped out the window!" Jackie said, panting, "She's crazy, stupid strong now!"

Star looked alarmed.

"Okay, I'll go out the back way, transform, and you guys try to catch her!" Star said as she hurried out of the room. She looked into Peter's bedroom quickly, and was not too happy on seeing the giant hole in the wall, and tears pouring out of it.

"Ooooooh that's coming out of my allowance," Star winced.

* * *

Miss Skullnick, still tied to a chair, ran down the suburban street. Janna and Jackie tackled her to the ground.

"Huh, I didn't think we had the strength, or weight, to knock her down," Janna said.

Star appeared, flying through the air as Farfalla and landed on top of the girls, who let out grunts at her landing there. Farfalla hopped off with an apologetic smile.

"Wow, nice catch girls," Farfalla remarked in amazement.

""Wow, good catch, girls'," A voice obnoxiously mocked from elsewhere. They all looked to the left, and saw Ludo with his army of monsters.

"Ludo, what are YOU doing here?" Farfalla exclaimed

"What? Who are… oh, wow," Ludo looked unimpressed, "We really are catching you while your at your 'most distracted'. I mean, playing dress up now, are we?"

Farfalla frowned.

"What? I have been way more distracted than this," Farfalla scoffed.

"I don't know. He does kinda have a point," Jackie points out, "Teacher turned into a troll, you seem… pretty distracted."

"Nah. Not really…" Farfalla said as she spun her wand in her hand.

"Oh, well…" Ludo pretends to walk away, "What's that over there?!"

Farfalla looked to the side, as did Jackie, causing Janna to face-palm.

"ATTACK!" Ludo ordered.

Farfalla and the other two girls screamed as they jumped off their transformed teacher, who was trampled over by the army of monsters, as she was still tied up.

And now, Ludo jumped up, grabbed the back of a giraffe-like monster, before leaping onto the back of a large bat, flying at Star, Jackie and Janna.

Star's wand glowed pink, and Janna posed in a karate stance, as Jackie pulled out…

"Are those nunchucks?" Janna asked.

"Mother said to carry protection, I misunderstood, but still," Jackie twirled them expertly.

Farfalla then jumped into the air, twirling as she cast a spell.

"Dagger Crystal Heart Attack!" She called out, firing a volley of hearts from her wand at the monsters, "Feel the love!"

The monsters flew backward with hearts stuck in their bodies. Janna and Jackie faced down Bearicorn, Big Chicken, and Three-Eyed Potato Baby.

"I'm obligated to warn you…" Janna pulled out a black headband, "I'm a black belt."

Jackie twirled her nunchucks, and whacked Bearicorn hard in the face, wrapping the chains connecting them around his neck, to jump over him and toss him into a nearby wall.

"I'm a platinum belt, with an unlimited line of credit!" Jackie bragged, hand on fist.

Big Chicken and Potato Baby lunged at Jackie, only for Janna to dive under, and triple punch them hard in their stomachs. She reached up, ripping out several of Big Chicken's feathers, causing him to squawk in pain.

Jackie lunged forward as Janna ducked, Jackie whacking the two monsters with her nunchucks. And the two monsters heads knocked into each other, causing them to fall to the ground, after Janna rolled out of the way. She then climbed onto a nearby car, and with a wrestler move landed down hard on the two beasts, causing them to groan in pain.

The crocodile minion snapped its jaws at Star, missed, and smacked her tail with its tail. As Star flew backward, she spun around and struck a three-eyed minion with her wand, making a large bump on its head.

"This is going great," Jackie remarked to Janna.

"Yeah, I wonder though, will Mrs. Parker be able to get home?" Janna said, "I mean, these monsters aren't exactly helping the road paving."

She jumped away from a monster wielding a mallet, which left a hole in the road, and Janna karate chopped its arms, painfully.

Janna and Jackie were holding their own, until Jackie was grabbed from behind by Emmit. Emmit was a grey monster resembling a minotaur with cattle-like legs, a nose ring, pink eyes with red corneas, pointed ears, and two black horns protruding from both sides of his head, that pointed upward. He wore a green speedo with a skull belt.

"Ahh! Jackie!" Janna cried out, only to be blocked by the giraffe monster minion.

Farfalla witnessed this, as she flew through the air, and rainbow blasted the minotaur monster. It went flying through the air, and crashed into Miss Skullnick, who had just managed to push herself up after being trampled by the monsters.

Skullnick fell on her back, as Emmit was bent over backwards, splayed out on the troll female's body. The two moaned in pain, only to look into each other's eyes.

"Oh, blah-blah-blah-blah…" Emmit stood up, mumbling incoherently, but obviously apologizing as he offered his hand to Skullnick.

Suddenly he froze, his eyes glazing over as a immense attraction sparked between the two monsters, eyes shaping into hearts as they gazed at each other, deeply twitterpated.

Farfalla flew down between Jackie and Janna, using her wand to drive off the monsters. She morphed her wand into a nakatama, bladed war staff, spinning it in a circle, and striking out at it toward the monsters, who got cuts and slices on their skin. And just as easily as Star attacked with her war staff, she morphed her weapon back into a wand, and shot her magical rays.

"Narwhal Blast! Narwhal Blast!" The monsters barely avoided the sharp horns of the creatures, and when Jackie and Janna look back, they saw Emmit and Skullnick. The two poked Star on the shoulders, and pointed her to look at Emmitt and Miss Skullnick. She watched, and felt the stirrings of sweetness fill her chest at seeing the two holding hands, and smiling sweetly at each other.

"Awww… Narwhal Blast…" Star cooed, as another monster charged at the three girls. Jackie and Janna stepping aside, as Star blasted the monster away.

"You know, besides the obvious non-human appearance," Jackie started to say, "They do look adorable together."

"Yeah, in a macabre way…" Janna threw her fist backwards to punch a monster who was sneaking up in the face, "And I'm all about the macabre."

Janna looked around at the destruction, burning cars, and what not.

"Well, good news, Farfalla," Janna said, careful not to use Star's real name, and looked around, "You don't have to ask your mom to turn Miss Skullnick back, she seems happy as is."

"Awww~" Farfalla gushed with glee, "That's super, I knew…"

"But… you will have to ask your mom to either pay for these damages, or what spell can be used to fix all this," Janna cut her off.

"Ohhhh… right…" Farfalla grumbled, now looking downcast.

Spider-Man suddenly appeared, swinging through the air, and landed right in the street.

"Okay, I'm here. Nobody… move?" Spider-Man said. He gasped in horror at the site of all the destruction, the beaten-up monsters, and Farfalla, Jackie and Janna, waving from where they stood.

Spider-Man looked shocked, instantly jumping to jump kick a giraffe minion, and backflipping to do a spin punch on Buff Frog.

"WHAT HAPPENED!?" he cried out.

"Oh, hi Peeeeeeeee-person who is a stranger…" Jackie quickly caught her goof.

"Smooth…" Janna coughed into her fist.

"Oh you know, Ludo showed up, causing problems," Farfalla said with a shrug, jumping forward to crouch to her knees, forming a spiked ball on a chain to swing and hit several monsters. She slid on her knees over to Spider-Man.

"Hey, Spidey, you can handle this for a minute on your own, right?" Star asked.

Spidey looked confused, as Jackie and Janna ran up to him, and Ludo's monster army appeared behind him. He was even more confused when Janna and Jackie jumped forward to knock out some monsters, Spidey quickly acting to keep them from harm.

All the while, as this was going on, Emmit was leaving Skullnik's side, mumbling words to her, words that seemed charming to Skullnik. Who looked at him lovestruck, as he waved a polite good-bye.

"Farfalla, what are you doing!?" Spidey shouted, webbing up some monsters, dodging the swings. Only to be tackled to the ground by Emmit.

Elsewhere, Miss Skullknick was trying to climb over a fence into a nearby alley.

"Oh, Miss Skullnick!" Farfalla called out in sing-song voice.

"WHAT!?" Skullnick looked back, and appeared startled, "Oh, sorry, dear. I thought you were the psycho blond-barbell with the magic wand who dragged me into this hot fondue pot of freaky."

Farfalla pursed her lips tightly, nodding her head, trying to ignore the jab at herself, as Skullnick obviously didn't recognize her in this disguise. Which, as Star knew, was utterly awesome.

"Oh, no, she's not here. Listen…" Farfalla grabbed Skullnick and pulled her down from the fence. She picked up the troll hag, and held her head up, pointing Skullnick's face toward the battle down the street.

"You see that guy, the one bench-pressing Spider-Man?" Farfalla asked.

Miss Skullnick was pulled back down to the ground, and saw Emmit lifting Spider-Man over his head, only for Jackie to gut punch him, so he dropped Spidey. Who shot webs over Emmit, and hurled him into a nearby wall, causing Skullnik to gasp in shock.

"SPIDEY!" Farfalla shouted.

"What!?" Spider-Man asked, shooting more web balls at the other monsters.

"I am trying to fix Skullnik up!" Farfalla exclaimed.

"Farfalla, we are in the middle of a battle, and you want to play MATCHMAKER!?" Spider-Man said, incredulous.

"I mean…" Janna spoke up, "She's a troll, I don't want her any more NASTIER, so maybe let her find a man and not make class a living heck-hole?"

"Janna… I mean, whoever you are," Spider-Man stated, "I don't have time to be…"

He grabbed her, and jumped out of the way, as Buff Frog slammed a huge mallet down where they stood before. And at that time, Skullnik hurried to Emmit, looking worried, as she cooed over him.

"Oh, you poor dear, are you alright?" Skullnik asked worried.

Emmit looked up, and his eyes went dazed on seeing Skullnik, who giggled at the mooning face he was making at her.

"Hey, Mister Monster Guy, I heeeeeear this lovely lady is single," Farfalla said, "Which is ludicrous, cause… who doesn't want to be with a gal like this?"

Skullnik blushed at the praise, as Emmit chuckled, endeared by the transformed troll lady. He stood up with some help from Skullnik, and held her hand with a pleased mumble, causing Skullnik to titter at the attention.

"Awwwww~" Farfalla stood a ways away, and leaned her head against her clasped hands.

"Uhhh… Farfalla?"

Farfalla turned to see that Spider-Man had gotten the monsters and Ludo all webbed up, Janna sitting on his body as she texted on her phone, and Jackie walking over with Spider-Man, the one who spoke.

"Look, uh, if you don't mind. Think we can get these monsters out of here, before the cops, or SHIELD, show up?" Spider-Man asked.

"Yeah, you might want to uh, cast a spell, or something to get this all fixed…" Jackie said, looking around at the wreckage, "Because, if not, you're going to be less popular than Spider-Man."

"If that's possible," Janna spoke up.

"Hey!" Spider-Man spun around, frowning. Janna raised her shoulders in a 'it's the truth' gesture.

"Tell your enormous female to get off me!" Ludo bellowed.

"HEY! I'm the perfect weight!" Janna exclaimed, sitting harder on Ludo, pressing his face into the street pavement.

Spider-Man sighed, as Farfalla reached into her purse to pull out her dimensional scissors.

"Oh yeah, I can do that… here's the scissors, and…" Farfalla sighed, "I'll go consult my 'magic mirror' to perform the spell to fix this all up."

"It would be REALLY appreciated," Spider-Man said, hands on his hips, one stretched out to accept the scissors, "Especially since I passed by a certain house, that was flooded, and with a huge hole in its side that could render the occupants 'homeless.'"

Spider-Man's tone was calm, but Star could sense the brewing storm of anger underneath it. Charting the dangerous waters of the sea of 'Moon Butterfly' had taught her well to sense the coming storm.

"Right!" Farfalla winced, "Yes, totally, right away."

Spider-Man nodded, and headed over to the pile of monsters, and started scissoring a hole under the pile of monsters.

Meanwhile, now that they had a moment alone, Miss Skullnik was feeling up Emmit's arm.

"Ooooh, you're so MUSCLEY!" Skullnik cooed.

Star oohed at the sweet scene, though Jackie grimaced at the sight. But they ignored it for now and the two walked a ways away, heading back over to the Parker residence.

"You did a really good job back there, Star," Jackie stated.

"Don't you mean "we did a great job", Jackie?" Farfalla said.

"Heheh, yeah, we sure did! I bet we even did better than Peter," Jackie stated.

"I know , right? I mean, sure, Spidey has all his nerdy spider stuff, but we totally out bested him this time!" Farfalla said happily.

"Wow, you sure know your partner, don't you?" Jackie laughed.

"Yeah! I mean, how could I don't know? He's totally awesome!" Farfalla stated.

"He sure is. Anyway, I think I better get going," Jackie said, "Either head back to school and explain what happened, or head back home in case school called my folks."

"Ok! Bye!" Farfalla waved.

"Yo! Jackie, wait up!" Janna called out, running after Jackie, waving to Farfalla.

"See ya, dude." Janna called back.

Farfalla smiled. As she did, Spider-Man walked up to her, having sent Ludo and his men back to where they came from… except for Miss Skullnik and Emmit. They were cooing, and smiling, and being really too gross with the PDA for Spidey's own comfort.

"So, I take it you don't know how to change Skullnik back?" Spider-Man asked.

"Why would I? I mean, she's happy, she's with Emmit, and she's definitely gonna give me a A!" Farfalla said.

"She's gonna give STAR BUTTERFLY, an A. Remember? Secret identity?" Spider-man said, "Also, I don't want to be a downer…"

"Ohhhhhh, then why!?" Farfalla asked with a disappointed moan.

"But if she's a troll, I don't think she will continue teaching, thus no A," Spider-Man pointed out.

"And if I turn her back, the monster guy won't like her anymore, she'll be unhappy and no grade either!" Farfalla wailed in misery, "Either way, no good grade!"

"Just… TELL ME you can fix my Aunt May's house, and the street, and the whole block," Spider-Man asked desperately.

"Oh yeah, yeah, I'll just… lie to my mom, and say Pony Head showed up and caused the big mess," Farfalla explained, "So, she'll help fix the mess up."

"And… she'll buy it?" Spidey asked dubiously.

"She should, it's worked before." Farfalla said.

Spider-Man had to look surprised, but given the wild behavior of Pony Head when he saw her last, he had to believe it. And looking back at Miss Skullnik, who was pursing her lips up at the minotaur monster for a kiss, he was desperate to go and collaborate the story, and get as far away from there as possible.

"Oh, oh, dears. Wait!"

The two stopped as Miss Skullnik run over to the two heroes, panting a little.

"Boy, I gotta get used to this body…" Miss Skullnik panted.

"Oh, uh. Hello, transformed citizen…" Spidey said in a lowered voice, awkwardly.

"Oh, yeah, I am transformed," Miss Skullnik admits, "I must admit, I didn't expect this, but I wanted to thank you Farfalla. You're a dear. I got turned into an awful troll by that nasty Star Butterfly." Farfalla winced. "But you helped me find a man, and what a man. I used to be a teacher, but I'm going to have to quit my job."

Spidey looked sad.

"Oh, I'm sure your students will be sad to see you go," Spider-Man said. Skullnik waved it off as Emmit walked over, and Skullnik put her arms around his muscled arm.

"Oh, I shouldn't worry about it… except for sweet Peter Parker," Skullnik sighed wistfully, "He was such a kind, caring, smart boy. He did so well mathematically, and was a joy to have as student. He's the type of student to make you PROUD to be a teacher."

Skullnik shook her head.

"But there's not way I can keep teaching the way I am now," Skullnik gestured to her body, "I'm setting sail with Captain Triceps here."

Emmit babbled excitedly as Skullnik squeezed his arm in a pleased manner.

"So, it's not all bad. I'll write a nice apology to Peter when I get the chance," Skullnik stated.

Spider-Man cleared his throat, uncomfortable with the sadness over seeing Skullnik now.

"Yes, I'm sure he'll miss you too, if he was a good student, you were a good teacher too," Spider-Man said assuringly to Skullnik.

"Awww~ You're sweet, just like Peter," Skullnik said to Spider-Man.

"Well, I'm off," Skullnik waved as she and Emmit turned and walked down the flames and wreckage of the street, off to wherever they were going.

"You alright, Spidey?" Farfalla asked in concern.

"Yeah, I'm just gonna miss her," Spider-Man stated, "She was like another Aunt, and really, she didn't let Flash get away with bullying or other stuff when she was around, just cause he was the star quarterback of the school."

Farfalla nodded.

"Well, let's make sure you don't lose your HOME now too," Farfalla said, taking a deep breath, "And call my mom to fix stuff."

* * *

The next three weeks were relatively quiet, after Moon stopped yelling at Star for not calling for help when the monsters attacked, leaving out how the monsters were beaten by Spider-Man and herself. But Moon had agreed, it wouldn't do for the home she stayed at to be destroyed, and the Parker family to be homeless.

A quick trip through dimensional shears, and Moon used her powers to restore everything, so by the time the police and SHIELD showed up to check the mayhem that was reported, there wasn't a stone out of place. Moon then bid Star a farewell, and made sure Star knew to call her INSTANTLY if there was ever any trouble.

Star agreed, and the next few days went by relatively smoothly, though there was some explaining to the school teachers, and the fact math class was now a study period.

Of course, the peace didn't last long, especially at the end of the three weeks, when a portal suddenly opened, and Miss Skullnik crashed through onto her desk, the study hall teacher barely jumping out of the way.

"Miss Skullnik!" Peter exclaimed, he rushed over to her side with Star.

"What are you doing here, I thought you went out to sea with your boyfriend?" Star asked.

"Yes, but I realized I got dumped… literally, I think… it was impossible to understand what he said." Skullnik sighed sadly.

"Oh, Miss Skullnik, I'm sorry," Peter said.

"It's alright dear," Skullnik said, patting Peter on the cheek, "BECAUSE THE REST OF YOU ARE GETTING THE WORST POP QUIZ OF YOUR LIFE!"

The students all groaned, and sighed in dismay.

"Ah, actually, you have to be taken to the principal, explain what's going on and reinstated, before you can teach again," the study hall teacher pointed out.

"Oh, right…" Skullnik sighed, lifting herself up, "Alright, let's go chat him so I can continue teaching these pea-brains, and Peter."

As Skullnik left with the teacher, Star grabbed a hall pass.

"Uh, I got to go use the restroom, Janna, Jackie, come with me!" Star grabbed the two girls' hands, and rushed out the room after Skullnik and the study hall teacher.

"Wait, Star!" Peter called out, only to wince when the door was slammed shut.

"Well, when you got to go," Peter muttered.

Star now had time to talk to Jackie and Janna, as the girls restroom was unoccupied, and the three girls could talk now.

"So, I have to ask, why haven't you two told Peter you know he's Spider-Man?" Star asked.

Jackie and Janna stared at each other, and Janna shrugged as Jackie crossed her arms nervously.

"Well, you know me, I like to keep info I learn close to my chest," Janna stated.

"Well, not really, we've only really talked in the last three weeks," Star stated, "But yeah, I hear what you're saying, I don't get it but…"

Jackie shook her head.

"NO, just…" Jackie smiled, "We just waited for HIM to tell us, you know? I mean, we figured he'd tell someone, and we always talked and…"

"Well, you talked, he stammered," Janna pointed out, "I've been his friend for a long while, so I expected him to tell me first."

"Well, you're gonna have to just tell him, you know, cause the man barely told his own sister!" Star said, incredulous.

Jackie and Janna looked at each other.

"Well, only if he hits a hard stop, or it's a emergency," Jackie said, "Till then, he doesn't need to worry about us knowing his secret."

"Same here, plus I love having dirt over someone they don't know," Janna joked.

* * *

 **Author Note: So did you enjoy the chapter? Were you surprised that Jackie-Lynn Thomas and Janna Ordonia know Peter's secret? There are two reasons for that - first, I wanted them to have a bigger role in this story. Second, Peter has a different relationship with them than Marco in canon. As Marco said so himself, he put Jackie on this pedestal, and while they were friends in the show they were not close friends, but Jackie is closer to Peter in this story. Why? You'll find out later in the story. For Janna, Peter really helped her out in the past. How did he help her? You're going to have to read more to find out. There are two more chapters coming, and this story now has a page on TV Tropes.**


	6. Chapter 6 School Spirit

**Author Notes: Hello everyone, I'm back with a new chapter. This chapter is an adaptation of the Star vs. the Forces of Evil episode "School Spirit". However, there will be differents from the canon episode. This chapter was made possible by Vanessa Masters and Dex Cipher. In fact, most of the differences from the canon episode are because of Dex Cipher, mainly because he was unsatisfied with the last chapter because of how similar it was to the canon episode.**

* * *

Flash Thompson was all pumped up, spinning a football on his fingertip as he talked to Randy and Sally.

Flash Thompson was a tall, broad-shouldered and square-jawed, with letterman jacket and his reddish blond hair perfectly gelled up almost like a pompadour, Flash was such a classic jock that it was a little offensive.

Randy Robertson was one of the big guys at Midtown High. He was tall, broad-shouldered, and immediately recognizable as a "jock" due to his letterman jacket, with a green baseball cap as his own personal touch.

Sally Avril was "the" archetypal popular high-school girl: long, perfect blonde hair, big blue eyes, flawless skin, and the cherry on top, a cheerleader. Sally was gorgeous and she knew it, and more to the point, she let others know it too.

"I'm telling you, it's gonna be the highlight of the season," Flash bragged, "Me on the field, crushing our rivals, and the spirit squad putting on a show, with my skill. Our school will go down in history."

"Unless you blow it," Sally remarked, "We've not won over the other team in a long time, and this is your first time against them."

Flash frowned at Sally.

"Yeah, well, it'll be the first AND last," Flash said, holding his football under his arm, "And I'll have cemented my status as king of the school."

"Some king," Randy remarked, "When nobody is talking about the school game, or you, Thompson."

"Yeah, it's all… Star Butterfly this, and Star Butterfly that," Sally remarked with a sneer, "I mean, she's got all that popularity, and she hangs out with that nerd, Parker."

Speak of the devil and he will appear. As the trio was starting to turn the corner, Peter crashed right into Flash, knocking himself on his butt.

"HEY!" Flash yelled as Randy helped Peter stand up, Watch where you're going, Puny Parker."

"Flash, sorry about that," Peter mumbled an apology.

"You'd think the nerd would have realized when to step out of the way," Sally huffed in annoyance, "So smart, yet he doesn't get when to move."

Randy made a noncommittal sound, not agreeing or disagreeing and not in the mood to start am argument with Sally.

"Peter! Peeeeeeeeeeeter!"

The three turned and saw Star waving at him wildly, bending over at the side as she smiled brightly.

"Hey! Hey! It's me, Star!" Star called out, acting as if she hadn't seen Peter in a while.

"Ugh, look, it's that Butterpest," Sally said with obvious anger in her tone as she glared daggers at the energetic blonde.

"You mean, the new most popular girl in school?" Flash asked her with a mocking smirk.

"What?! New most popular girl?!" Sally almost shouted, felling genuinely offended.

"C'mon, Sally, you know your popularity starting going down since she showed up. I mean, a magical princess from another dimension? How do you expect to beat that?" Flash replied.

Randy, once again, did not say anything about that.

"Oh my gosh, Peter," Star walked up to him excitedly, "Did you hear, there's a Spirit Rally today! I wonder if it'll be a good spirit, or an evil one," Star held out her wand with a grin, "I hope it's evil, I don't feel as bad blasting magic at evil spirits."

"Star, that's… it's a event done to raise the spirits of the school students," Peter explained, "Like, cheer us up, and make us more energetic for school activities."

"Yeah, and I, namely ME, am going to be a part of it," Sally said vainly.

"Except Brittney Wong is the one leading it," Flash remarked. "Remember?"

Randy shut his eyes tightly, seeing Sally grit her teeth at Flash angrily, who just snickered.

'Sure, you snicker, Thompson. Not like YOU have to deal with her post-annoyance rants,' Randy thought to himself.

"She only got to lead cause her dad donated to the school, not cause she's better or more popular than me, Flash!" Sally snapped, annoyed.

"Really? That's sounds so much fun!" Star cheered at Sally's statement.

"Fun? Ha! You naïve little girl. This is not about fun! This-"

"Then what is it about? Why are you doing this if it's not fun?" Star interrupted.

"Don't interrupt me, Butterfly!" Sally shouted angrily, "As I was saying, this is about being the best!"

"The best?" Star asked, confused.

"Yes. Brittney may be the "main attraction" this year because she's a cheap cheater, but everyone knows that the public only calls the name of the best cheerleader. Namely ME and only me!" Sally stated.

"Wait, why are they shouting ME?" Star asked, confused.

Sally stumbled, earning a chuckle from Randy, who got a warning glare from Sally.

"It's MY NAME, Butterfly. MY name," Sally said in annoyance.

"Ohhh… well, if you're really the best. I mean, as long as I wasn't there, cause I happen to be PRETTY good at dancing, and so forth. I was always the MAIN attraction at the Silver Bell Ball," Star said, then pursed her lips, "That is… until TOM and I broke up."

Flash got a keen look on his face.

'Hmmmmm~ Unattached, is she?' Flash said to himself slyly.

"Please, I doubt you were ever the main attraction of anything. And if you were, then it was all because you're a princess. You are no better than Wong," Sally exclaimed.

Peter, seeing the approaching storm that was Sally's rage, decided to get them both out of there, "Alright, Star. It's time to go…"

"You're right, Parker. It's time for you to go," Flash said as he stepped between Peter and Star.

"So, how are you doing today, Miss Butterfly?" He asked in a gentle way, which caught everyone off guard.

"Um… Fine, I guess?" Star replied awkwardly, feeling like she was in front of a prince all of a sudden. She despised that feeling.

"Nice, nice, so…" Flash casually flexed his arm, "I don't know if you got any plans for after the Spirit Rally, but I could give you something to look forward to."

Flash smiled in a charming way, and Star was reminded of Tom. Not very good for Flash. After an awkward silence, Star walked to Peter and grabbed him by the bag.

"Alright, this got weird," she said as she dragged him to the classroom.

"Well, that was new…" Flash said to himself as he saw the two walking down the corridor.

"What was that about?" Sally asked with a mandatory tone.

"Come on, Sally. Star is clearly 'rising' up the ladder of popularity at a alarming rate," Flash said with a smug smirk, "And I intend to be seen cavorting with her, as she does so."

"Man, your supposed to be 'cavorting' with Liz Allen," Randy said in deadpan, scolding tone.

"Yeah, my best friend, remember?" Sally remarked hotly.

"Chill! Chill! I mean, I'm not going to ACTUALLY date Star. Buuut…" Flash trailed off, "If I'm seen by other students, doing stuff that LOOKS like dating, and they come to that assumption, who am I to deny it?"

"Flash, you little piece of-" In that precise moment, the bell rang out, calling all the students back to class.

"Well, gotta go. I wouldn't want to get late to class. Especially since "The Popularity Princess" is in it," Flash said before turning around, letting out a sigh of relief.

"Saved by the bell… Who would have guessed," he mumbled to himself as he walked down to his class, leaving the other two behind.

* * *

Star could feel eyes on the back of her head, not literal eyes, like she sprouted eyeballs on stalks. Mother told her many times that can't spontaneously happen without drinking potions. No, she felt someone watching her, sizing Star up like she was a deer, or a goat, or a cheese-blitz, some kind of yummy food thing you'd eagerly follow if lost and hungry in the woods.

She had been turning her head many times, trying to spot a pair of eyes, but she just couldn't find anyone. It seemed like Flash was just too fast for her.

Star turned her head again, trying to spot the one responsible.

"Miss Butterfly," Ms. Skullnick called her out in annoyance, bringing her attention to her, "Is there something the matter?"

"Yeah, do you have any floating eyeballs in here? Cuz I'm just been feeling watched, like, the entire class."

"I don't doubt if the school put up secret cameras due to these recent villain attacks," Ms. Skullnick responded, "But as to floating eyeballs, unless you brought some into the classroom, I don't believe so. Now, kindly STOP moving your head like a broken robot toy, AND PAY ATTENTION!"

Skullnick shouted the last bit, and since her transformation into a troll, this got the whole class to stiffen in fear. Star leaned over to whisper to Peter, as Skullnick turned her head back to the blackboard.

"Psssst. Psssst. Hey, is your… 'itsy-bitsy' thing, wiggling?" Star whispered.

"Please stop calling it that…" Peter whispered back with a deadpanned expression.

"So… Is that a no?" Star asked.

"Yep. Not feeling anything right now," he whispered, before going back to his notes.

"Are you sure?"

"Butterfly!" Skullnick called again, "Stop whispering with Parker!"

"Yeah, yeah, yeah, yeah. Alrighty." She replied.

"Oh no, you are not getting off that easily! Move to the back of the class."

"But I…" Star started to protest, and Skullnick narrowed her eyes threateningly. Star hurriedly gathered her things, and moved to the back of the class, and happened to find herself right next to Flash Thompson.

If he never thought there was a god before, he did now, cause someone was looking out for him, putting Star right next to him. He quickly pulled a mirror out of his… somewhere, and checked his looks and his breath before turning to Star.

"Hello there, Butterfly," he said in the most manly voice he would manage.

"Huh? Oh, hi! You're the guy from the corridor, right?" she asked innocently.

"That's right, Flash Thompson. Quarterback and Captain of Midtown High's football team," Flash said to bolster himself in Star's eye, "Which, kinda makes me the Prince of the School, if you get what I mean."

Star looked confused.

"'Quarterback'… like those little coin monies you have here?" Star asked obliviously.

For any other man, he would be disheartened by the fact Star didn't grasp phrases, or pop culture, being from another world. But Flash figured he could be her "teacher", which would lead to her falling hard for him. Cause, who doesn't crush on a teacher as hot as Flash?

"It means that I'm a player on the football team," Flash explained, "Not a ball, made from a foot, it's just a ball that first we put it between the two teams, someone gets picked to make the first kick. Someone kicks it, and we fight over who catches the ball, and whoever does, is chased by the others as they try to take the ball to the field goal."

Flash felt some pride over his eloquent explanation.

"Ohhhh… I gotcha," Star said nodding, then frowned, "No, I'm sorry, and the point to all that is?"

"Winning over your opponents, of course! And getting a big golden trophy if you defeat all the other losers!" He clarified.

"Oh! I see! It's like a war, right?" Star asked with a flash of excitement in her eyes.

This was not passed by the sportsman. "Of course! It is just like that!"

"Oh, I soooo want to see this, then," Star said eagerly.

"Well, come to the Spirit Rally, and you'll see me on the field," Flash bragged, stretching his arm up like to throw a football, "It'll be us, against our rival, Warriors of Silver Hill Prep. They try to slaughter us every year. But I always kick their butts."

"You do?" Star asked with curiosity and a smile.

"Indeed," he replied with a flirty smirk.

"All on your own?" Star's smile grew bigger.

"With nobody's help," he whispered in her ear.

After that, the princess of Mewni's mind started to run wild with fantasies of her and Flash running happily, hand in hand across a battlefield full of defeated monsters. The two of them sharing a corn shake in the forest of certain death. Giving each other weapons as gifts before jumping into battle.

"Star!" The sudden shout popped her out of her daydream land.

"Huh? What?" She asked, confused, before spotting Peter standing in front of her seat.

"Class is over, and we have to head over to Home Ec." Peter said, giving Flash a suspicious stare, "So, you coming?"

"Oh, right. Sorry, Flash, gotta go…" Star said, blushing as she waved wildly at Flash. "See you later!"

Star felt flustered as she walked from math class to Home Ec, her thoughts on Flash Thompson, who she originally took for a meanie. But the image of him, dressed like a knight, fighting forces all on his own. They were making Star feel all fluttery, the kind of feels her mother said would only happen during Mewberty.

"Oh, WHY does life have to be so complicated!?" Star sighed, frustrated.

"Star, we're making JELLO today," Janna remarked as Star walked into class and sat down near her, "It's a piece of cake."

"Oh, Janna, Hi. No… I'm just… having thoughts…" Star said.

"Good, thoughts are good," Janna said with an amused smirk.

An idea immediately popped up into Star's mind, quickly leaving a smile on her face.

"She does?" She asked excitedly to Jackie.

"Y-Yeah, she is," Jackie answered, a little taken aback by her reaction.

"Oh my god, oh my god, oh my god, oh my god!" She repeated excitedly, before jumping out of her seat and running out of the classroom.

"Hey! Star! Wait! The class hasn't even started yet!" Jackie shout out. But her words fell into the deaf ears of the hyperactive princess who was too lost in her thoughts to care about anything else.

"Does she even knows where Brittney is?" Jackie asked Janna. She just looked at her, shrugged and said "Beats me" before looking back at her phone.

* * *

Brittney was going over some cheer practice in the gym, evidently, still keeping up the practice, though she had to exempt some maneuvers, due to Liz Allen being out for appendicitis.

"Honestly, couldn't she have picked a better time to get that thing removed?" Britney sighed in aggravation.

"BRITtNEY WONG!" The gym doors were kicked open, revealing Star Butterfly.

Everyone turned to look at her in surprise, unfortunately, the two boys responsible for catching one cheerleader who had just bounced off a trampoline turned to look and failed to catch the falling girl.

"Who are you?" Brittney asked in annoyance, "Can't you see we're trying to practice?"

Brittney was reclining on a chair, holding a megaphone in one hand, and a Sprite can in the other.

"I know, and I know you're down one player, and I know Flash Thompson needs your amazing cheers to win against our school enemies," Star did a ballet move, "SO, THAT IS WHY I AM HERE, TO FILL IN LIZ ALLEN'S PLACE!"

"And who are you exactly?" Brittney quickly recognized her and her expression changed, "Wait, I know. You're that new girl that comes from the other world or dimension or something like that, right?"

"Yep, that's me! Star Butterfly, magic princess from another dimension at your service!" She said cheerfully.

Brittney analyzed Star for a bit while Star just smiled at her.

"Sooo, how about it?" Star asked, keeping up her smile.

"You're popular enough. Alright girls, get the new girl her uniform!" She ordered the other cheerleaders, "Your training starts now."

"Really? Oh thank you, thank you, thank you, thank you!" Star said excitedly as she was given her uniform. She gasped excitedly as she looked at it.

"Yeah, yeah. Whatever… Just don't screw it up."

"Promise!" She said as she ran towards the bathroom.

* * *

Star was grinning as she stood in front of the mirror, pulling back her hair to take off her top, as she imagined herself on the field. Cheering on Flash, who was single handedly fighting and defeating an army of monsters, and riding up to her on horseback. Before lifting her up onto the horse, and the two leaned in for a kiss.

Flush

When the sound of a toilet flushing cut through the fantasy. Star's eyes opened wide, she was now in her spirit team uniform, and whipped around to see Peter coming out of the bathroom stall.

"Star!? What are you doing in the men's room?" Peter asked, incredulous.

"Men's room? This is a washroom, there's no men stuff in here," Star said confused.

Peter looked around and realized his mistake.

"I'll give you five bucks for your silence…" he whispered lowly.

"Make it ten and we have a deal," Star whispered back with a grin.

Peter pulled out his wallet and gave Star the money, "You have been around Janna for too long."

"Thank you!" Star said, before pocketing the money in her… somewhere.

"Anyway, I see you joined the spirit team?" Peter asked as he pointed at her uniform.

"Huh? Oh yeah! This thingy!" Star exclaimed.

"So, how did that happened? I heard Brittney is really strict with the selection process," Peter asked with curiosity.

"Nah, it was easy peasy! All I had to do was to replace the girl with the broken leg!"

"Well, that actually explains a lot…" Peter said with an unimpressed expression.

In that moment, the doorknob started to turn, calling their attention.

"Oh shoot!" Peter exclaimed as he jumped up and attached to the ceiling. As in cue, Brittney opened the door.

"Oh, there you are," She said while checking her phone, "Come out, practice is about to start."

Star got a smile on her face before replying cheerfully, "Comiiiing!" Then, she proceeded to get out of the bathroom with little excited skips.

"I already regret this," Brittney said to herself, before closing the door behind her.

Once they were gone, Peter landed on the floor again, letting out a sigh of relief, "That was close…"

"Yup, way too close," Janna stated from behind him. Peter turned around with a surprised expression.

"You know how it is, Parker," Janna said while stretching her hand, making a money gesture with her fingers.

Peter, frustrated, got out his wallet again.

* * *

Meanwhile in the gym.

"Okay, girls!" Brittney called out for the rest of the spirit team.

"And a guy!" Shouted the only male member of the team.

"Whatever. We have a new member. She's going to do Liz's part, so show her what to do." As soon as she finished, Star came into the room in her new uniform.

"Hello everyone! Nice to meet you!" Star greeted energetically, and everyone was taken by surprise.

"Oh my god! You're that magical girl, aren't you?!" A girl asked excitedly.

"Yup! Star Butterfly, magical princess from another dimension, here to save you! Hey, that is a very good line. I should use it more often," Star said to herself before being interrupted by Wong.

"Alright, enough with the introductions! Get into the training, now!"

Star cheered internally, as she was shown the steps, though she was having a LITTLE difficulty with it. She had done a running charge, and leapt through the air, crashing into two of the cheerleaders.

"What are you doing!?" One girl exclaimed.

"I thought cheerleaders jumped through the air, and the others caught them?" Star asked.

"We're not doing that, we're practicing our pyramid formation!" The girl remarked.

"Oh, well, if you need to form a pyramid." Star stands up and waves her wand, "ALL THE COPS IN THE DONUT SHOP, PYRA-PYRA-PYRAMID!

And instantly, yellow bricks shoot out, and encase Brittney and two other cheerleaders in a pyramid of yellow brick.

"That's… Not what they meant," Another cheerleader whispered to her ear.

"But they said they wanted a pyramid, right?" Star asked with confusion.

"Get us out of here!" Brittney yelled from the inside of the yellow structure.

"Apparently not. Now, how can I get them out of there?" Star asked herself, before she came up with the only solution she could get.

"Narwhal Blast!" She shouted as the spell came out of the wand and hit the pyramid, destroying it and spreading lots of yellow bricks all over the place, "There! All fixed!"

"Butterfly!" Brittney shouted.

"What is-"

"Listen here, I have been working on this team really hard and I don't need you to ruin it all just for your magic nonsense!" With that, she snatched the wand from Star's hand and threw it in her purse.

"Hey, that's mine!"

"I'll give it back after tonight's game. Just to ensure that no magic hazards will come out of you!"

"But-!"

"Now get back to work!" Brittney ordered, before turning around, slapping Star by accident with her hair and walking away.

"Ohhh… I suppose, if it helps Flash," Star huffed, "I suppose I can do without magic, I mean… these people do it every day, how hard can it be?"

Hard, very hard, as it turned out, as Star kept missing cues, bumping into people, nearly putting out a guy's eye with her pom-pom, and crashed hard into a group of cheerleaders, soon getting more bruised then ever.

When the bell rang, Star had to find Peter, after she licked her wounds, which did NOTHING for healing them, waved to Flash, but avoided talking to him other then a quick, "Hey, I'm on the Spirit Squad, see you at the game, bye!"

She sought out Peter, crashing into him, as she was unable to stop running, due to how tired her legs were from jumping.

"Peeeeeeeeeeeeeeeeeeeeter!" Star lunged, and Peter's Spider-Sense went off, and he turned barely in time to catch Star. But unable to keep his balance, he fell and they crashed into some garbage cans.

"Biiiiiiiiiiiiiiiiiiiiiig trouble!" Star said frantically.

"I'll say, I don't like getting knocked into garbage, unless it's in a fight with villains," Peter grunted.

"You don't understaaaaaand!" Star whined.

"I would if you stopped talking like that."

"This is seeeeeriouuuuus!"

"Fine, fine. What happened that is so much of a problem?" Peter asked.

"Brittney took my wand…"

"What?!" Peter asked with shock and surprise. "Why?!"

"Because she said she wanted a pyramid, so I gave her a pyramid. But she didn't want that kind of pyramid, so she just took it and made me try to jump into a girl's pyramid…" She explained before rubbing her feet, "And now my feet are all sore…"

"Okay, I don't know what you're talking about. But I do know that your wand is pretty dangerous."

"It's not that dangerous, Peter!" Star said with annoyance.

"Then how do you describe a thing that can blow up a car by just wishing for it?"

"Fair and balanced," Star stated.

"Whatever! I'm going to ask Brittney for your wand," Peter said as he stood up.

"No, no, no, no! Wait! If you do that, she might kick me out if the team before tonight's game!"

"Then what are we supposed to do?"

"Just leave it all to me, I have a plan!" Star exclaimed heroically, before jumping to her feet and going away by doing cartwheels.

"Then why did you tell me all of that?!" Peter shouted, before going on his way.

* * *

From outside a nearby window, the Buff Frog soldier heard everything in detail.

Buff Frog was soon back to Ludo, who was in the middle of… getting his toenails trimmed.

"Easy… EASY! NOT TOO MUCH!" Ludo squealed as one of the monsters tried to clip his toenails.

"MASTER, I HAVE GREAT NEWS!" Buff Frog shouted as he appeared out of portal.

"AAAHHH!" Ludo screamed, when the monster clipping his toenail clipped off too much.

"NOW THEY'RE UNEVEN!" Ludo clubbed the monster in the face with his scepter, before turning to Buff Frog, "AND YOU! You better have a good excuse for this interruption!"

"Yes, I do Master! I have heard from the street," Buff Frog walked over and leaned close to whisper, "Star Butterfly had her wand taken by a mystery girl called Brittney."

"What?! That brat lost the wand?!" Ludo asked with surprise.

"Indeed," Buff Frog replied with a grin.

Ludo started to giggle a little, before letting out his characteristic evil laughter, "EXCELLENT! With the girl out of the way, the wand is surely to be mine! We just have to take it from that other girl - er- what's her name?"

"Brittney, Master Ludo."

"Yeah, that word. When we get it from Bratty, Mewni will be mine! Hahaha - Oww! Hey! Be careful with that thing, you moron!" Ludo yelled at the other monster when this one accidentally made a cut in a place where he was not supposed to touch.

* * *

Star was outside of the school, a newspaper covering her body, before lowering it to reveal she was wearing a paper bag with a gold crescent moon drawn on it, and holes cut out for the eyes. And she was wearing a red sweater, and yoga pants that she'd altered to fit. Both items taken from Aunt May and Peter's closets.

"Alright, Miss Wrong to take my Wand," Star said to herself, "I'll just swoop in, unrecognizable as some totally crazed, masked mugger, take your purse, steal back my stolen wand, throw away the purse where Brittney will find it. And this whole nightmare will be over with."

Star swooned slightly.

"And I'll show up at the game, cheering on Flash," Star tittered slightly, "Ooooh. This feels like those romance novels mom thinks I don't know are in her bookshelf!"

Brittney was soon leaving the school, talking on her cell animatedly.

"Yes, I'll be at the game shortly," Britney said into the phone, "Yeeeeeeees, Liz, I'll TRY to keep the other cheerleaders away from Flash… well, we all know SALLY wouldn't touch him with a ten foot pole."

Brittney listened to the other side of the conversation, oblivious to Star, who started after Britney. Hiding behind trash cans, stoops, light posts, and telephone poles. Not really necessary, as Brittney was engrossed in chatting on her cell.

"Well, I don't blame you, if he didn't play so good on the team, and was good looking, I wouldn't bother with him," Britney remarked, "The guy BARELY qualifies in the other FOUR categories for a good steady boyfriend. I know if I found a guy worthy, I wouldn't let him SNEEZE when I was gone without being informed about it."

Star was startled, was Britney talking about Flash?

Her suspicions were confirmed by Brittney, who exclaimed "Yes, Flash Thompson is a very good match!"

Star gasped with surprise.

"She IS talking about Flash!" She said to herself, before approaching more and more to Brittney, driven by an unknown feeling.

"Yeah, don't worry. I'll keep the girls away from him for you. Yeah, okay. See you on Monday," Brittney said, before ending the call. She opened her purse and put her cell phone in it. For a split second, Star saw her wand lying inside it.

"There it is!" Star exclaimed as she prepared herself to run for it.

"Stop right there!" A high-pitched and familiar yell ordered as Brittney looked forward. It was Ludo and his goons.

"Ugh, what do you losers want?" Brittney remarked.

"Losers, funny, she's talking to YOU, guys," Ludo laughed.

"Uh, that included YOU, midget. What are you doing dressed up like it's Halloween?" Brittney asked in a disparaging tone, "Is it cosplay season, or something?"

Ludo's eyes widened at the insult, and he started to rumble with anger.

"MIDGET!? I HAPPEN TO BE ONLY SLIGHTLY UNDERDEVELOPED!" Ludo boomed.

"Please, I bet you need a ladder to get up to the counter," Brittney mocked.

"Oh, that's it… BUFF FROG!" Ludo yelled.

"Ahhh!" Buff Frog yelled, as he lunged for Brittney, only for Brittney to slam her purse down on his head.

"GET AWAY FROM ME, YOU SLIMY PIECE OF POND SCUM!" Brittney shouted. She hit Buff Frog repeatedly over the head with her purse, causing Star to giggle at the sight. Only to sober up when the other monsters tackled Brittney to the sidewalk.

"Ah! Better help!" Star yelped, jumping into the air.

"Hey! Get off me, you freaks!" Brittney shouted angrily at the monsters.

"Do not be afraid, citizen!" Star said in a much graver voice that she normally used, calling everyone's attention. She quickly jumped out of her hideout and shouted heroically, "I shall save you from these horrible monsters!"

"Great, another one of these weirdos…" Brittney said to herself, while rolling her eyes to the side.

Star quickly jumped into action, and with one powerful kick she managed to get all of the monsters off Brittney, while struggling to land on her own feet.

"Couldn't you have done that before they got my dress all dirty? I have a special game today, you know that?" Brittney complained, while looking angrily at Star.

"Umm… You're welcome?" Star said in the same grave but now confused voice.

"What are you doing?! Don't let her get away, you idiots! Go get her!" Ludo shouted hysterically, as all his monsters started to slowly stand up.

"Ugh, I don't have time for this," Brittney stated in an annoyed matter, before walking towards the school.

"Wait! I need you to give-ouch!" Star tried to call for her, but was interrupted when a group of monsters tackled her down while the other group went after Brittney.

Star growled in agitation, kicking, karate chopping, and smacking at the monsters.

"Get. Off. Me…" Star yelled, before giving up as she pulled out her cell. She dodged attacks as she quickly dialed for Peter, tapping her leg as she avoided various thrown weapons, reduced to grabbing a trashcan lid to use as a shield.

"Pick up. Pick Up. Pick up…" Star said frantically, and fortune smiled on her cause someone did pick up.

"Hello?" The voice of Peter Parker answered.

"PETER! I NEED YOUR HELP, MONSTERS ARE ATTACKING BRITTNEY, AND I'M CORNERED BY MONSTERS, AND I CAN'T PROTECT HER, GET SPIDER-MAN TO HELP, CAUSE YOU KNOW HIM, AND AREN'T HIM! AHHH!" Star dodged a battle axe, dropping her cell in the process.

"Star… STAR!?" Peter called out frantically into the phone. He was sitting on the bleachers of the game, and he was next to Jackie and Janna.

"What's wrong?" Jackie asked in alarm.

"Star's in trouble, and so is Brittney," Peter said to the two girls frantically, worried beyond belief, "Look, I can't explain, but can you two go find Brittney, and get Star's wand from her purse, and also maybe protect her from the group of monsters chasing her while I go help out Star?"

"Wait, monsters?" Jackie exclaimed, "Again?"

"She's on the other side of the school, since Brittney just left the school to head here," Peter explained.

"Cool. I've always wanted to pickpocket Whiny-Wang's purse," Janna said with a smile, "You got a deal, Pete."

Jackie shook her head, and sighed heavily. She grabbed her skateboard as the trio walked off the bleachers, and away from the field.

"Well, come on, Janna. Out with them…" Jackie gestured to her friend, who pulled out two pairs of brass knuckles from her pockets.

"Wait, do you carry those around everywhere?" Peter asked in surprise, "Never mind, I'll meet you back here when things return to normal."

Janna was putting on her brass knuckles, as was Jackie.

"Puh-lease, New York City, Parker. Every crack, crevice and street lamp OOZES 'weirdness'," Janna remarked.

"Come on, Janna!" Jackie grabbed the girl by her hood, and dragged her onto Jackie's skateboard, and the two girls sped down the sidewalk.

* * *

Meanwhile, back with Star

"Okay, now this is bad…" she said to herself as she found herself tied up against a street lamp by the monsters, who approached her with weapons ready in hand.

"You may kill my body, but you're never going to kill my spirit!" she shouted at them, showing no fear against her rivals.

The nearest monster raised his battle axe, ready to attack, but the weapon was taken from his claws in the last second by a quick web that came out of nowhere. In a blink of an eye, all the other weapons were also taken from their owners' hands, before they were all thrown back at them in a big ball of sticky web.

Star looked with astonishment at this before looking up, just in time to see Spider-Man perform one of his signatures landings right by her side.

"Spidey!" She exclaimed in a happy tone.

"Next time, I'll come with you," Spider-Man said, before untying her with a simple pull to the poorly done knot.

"Now let's go and get Brittney before they-" Just in that moment, his cellphone started ringing.

"Hello?" he said as soon as he picked it up.

"Hey, guys. Jackie's having a bit of a problem with these dudes. So she'll appreciate if you hurry up," Janna said from the other side of the line. Star took the cellphone from Peter's hand.

"Hold on Janna! We're coming!" She yelled, before throwing the cellphone backwards and starting to run towards the school. Peter quickly shot a web towards his phone, catching it before it touched the ground, and pulling the web right back at him to grab his phone and keep it on his pocket before web swing his way to the school, too.

As it happened, Jackie and Janna found Britney as she finally got to the area behind the bleachers, but so did Ludo and his other monsters. By the time Spider-Man and Star showed up, they found Britney approached by Ludo and Buff Frog, as Jackie was pinned down by a monster, who she was punching in the face with her knuckles, as Janna was trying to put the sleeper hold on the beast.

"GIVE ME THE WAND, UGLY HUMAN!" Ludo snapped at Britney.

"ME!?" Britney was floored, "YOU'RE CALLING 'ME' UGLY!?"

"Yes! I just said so, ugly human!" Ludo huffed.

"Have you looked in a mirror lately, ug-oh!?" Britney swung her purse, and knocked Ludo upside his face. She attempted to beat on him, on for Buff Frog to grab her wrist, causing her to let go of her purse. It went flying through the air, and landed on the ground.

"THAT'S A CHANEL PURSE!" Britney snapped, only to be slapped unconscious by Buff Frog.

Britney's stuff went spilling out of her purse, including Star's wand. Which caught everyone's attention

"Ahh! Mine!" Star cried out.

"NO, MINE!" Ludo screamed, and leapt for the wand.

"Spidey…" Star shrieked. Spider-Man nodded.

"I'm on it," he webbed the wand, and pulled it into Star's hand. She quickly spun around, and shot out a blast of rainbow magic, knocking the monster off Jackie, and then she was spinning faster. And when she stopped, Star was now in her Farfalla outfit.

"Yes! I am back!" Farfalla proclaimed.

"About time, my sleeper holds mean nothing to these jerks!" Janna panted as she helped Jackie up to her feet.

"Don't worry, citizens that I have never seen in my life, we will take it from-" Farfalla stopped her speech as soon as she saw Flash Thompson entering the field, all prepared for the battle she had heard about.

"Farfalla, are you okay?" Spider-Man asked, trying to snap Star out of her trance. But before he could, he spotted that the unconscious Brittney was being surrounded by various monsters.

"You have to be kidding me…" he said to himself, before jumping to her rescue.

Star stared at Flash speechlessly, not realizing that a monster was running at full speed at her. Flash realized that he was being watched, and turned his head in Farfalla's direction, seeing the monster that was about to attack her.

"HEY, LOOK OUT!" Flash yelled.

He charged at Farfalla, the moment was in slow motion, and before Star knew it. she'd been tackled to the ground, out of the path of the incoming monster, but when they crashed to the ground, a bright flash of light blinded everyone temporarily.

"Uggggghhh…" Farfalla groaned, and then noticed the body on top of her, "OH NO! F-f-f-fine looking young man, are you alright?"

She helped Flash to his feet, and then jumped back in alarm, as she suddenly took in his appearance.

"Ooooooooh Sweeeeeeet pickle juice!" Farfalla gasped.

"What?" Flash asked.

"Hey, is everything… SWEET MAMA APPLE PIE!" Jackie screamed in shock at Flash's appearance. Spider-Man landed next to Farfalla, and gaped, though the mask couldn't show it, at the fairy superhero.

"FARFALLA! What is with you and turning people into monsters!?" Spider-Man whispered into her ear.

For it appeared to everyone, monsters and humans alike, that Farfalla had REALLY worked a number on Flash Thompson, as he had been turned into a werewolf, a hairy, wild, beast of the silver light moon and prowler of the night.

"Geez. What are you all staring at?" Flash grumbled, suddenly scratching at his head, "And why am I so itchy?"

"Uh, it might have SOMETHING to do with you having fleas, Thompson," Janna pointed out as she walked over.

"What?" Flash looked confused, and Jackie pulled out a compact mirror, and held it up for Flash to look into.

"Wha...No! NOOOOOOOOOOOOOOOOOOOOOOO!" Flash suddenly howled up to the night sky, "WHAT HAPPENED TOOOOOOO ME!?"

The monsters, that were watching the scene the entire time, felt their bodies being filled with fear as soon as the teenage werewolf howled into the night.

Ludo looked at the beast horrified. The fangs and claws didn't cause too much of an impact on him… But the hair… that ugly, hairy beast was giving him the chills and some undesired flashbacks. It took nothing more but a stare from the monster to break his will.

"R-R-Ruuuuun!" He shouted, before quickly opening a dimensional portal and hopping into it. His army obeyed without hesitation, running through the portal in complete terror, leaving the field completely monster free… Except for Flash, of course.

"Ugh, it's about time those losers left," Brittney grumbled, picking up her stuff to put back into her purse, "AND YOU!"

Farfalla jumped as Brittney snapped at her.

"You can give that lousy thing BACK to Star Butterfly, it's caused me NOTHING but headaches today." Brittney then looked at Flash, who was panting from horror.

"Flash…" Flash looked up at Brittney, "I hate to say this, but you've improved your looks."

Flash snarled as Britney cackled.

"YOU FIND THIS FUNNY?!" Flash growled.

"Yep, see you later losers… and Spider-Man," Brittney said, before walking away to the gym, ready to change into her outfit.

"Sooo… can you change me back, whatever your name is?" Flash asked the butterfly-themed heroine with concern.

"Huh? Oh right, right, right, right. Don't worry! Lemme just, go get my mom real quick," Farfalla whispered that last part to herself, fearing to be heard by Flash before flying away.

"Hey! Come back!" Flash shouted.

"I better keep an eye on her. Don't worry, she'll change you back later," Spider-Man told Flash before swinging away, following Farfalla.

Flash could only watch as Farfalla and Spider-Man flew off, and Jackie walked over with Janna.

"Well, I don't want to point out the obvious…" Janna began.

"But you'll enjoy doing so…" Jackie stated.

"Totally, but Flash," Flash looks at Janna, "Don't you have a football game to win, or something?"

Flash's eyes widened in alarm.

"CRAP! I HAVE TO GET BACK IN THE GAME!" He ran towards the locker room, on all fours, to get changed into his football uniform, and get his helmet on.

"He DOES realize he's still a wolf-man, right?" Janna asked Jackie.

"I don't think that's at the front of his train of thought right now," Jackie said with a frown.

* * *

Farfalla was flying through New York, and was soon approaching Peter's home, flying through her open window.

"Okay, keep calm, keep calm. It was a accident, I didn't TRY to change Flash," Star sighed, "I just have to call her up, tell her someone bumped into me while I was holding my wand, and she'll never know the truth."

"In that case…"

"AHH!" Star turned, and fired a narwal, which nearly imbedded itself into Spider-Man, but missed and flew out the window with a loud crashing sound.

"GEEZ! STAR!" Spider-Man exclaimed, pulling off his mask.

"WHY ARE YOU HERE!?" Star asked, incredulous.

"I was following you, the last time you left school to come back to my house it was nearly destroyed, flooded, and monsters were fighting you, Jackie and Janna in the streets outside!" Peter huffed.

"I know, but this is different, and everything will turn out alright," Star turned to the magic mirror on the wall, "I just got to…"

"Take off that costume, before your mom finds out you've been moonlighting as a superhero?" Peter said bluntly.

"Oh! Yeah! You're right!" With a swift move of the wand, Star's costume totally disappeared and she was now facing the mirror, "Alright, just keep it cool. There's nothing to worry about. Mirror, mirror on the wall, call Mom."

The mirror obeyed the command and not too long after that, the image of Star's mom appeared with her pajamas on. She was looking at her with a knowing look.

"Mom! Hiiiii…" Star greeted with an exaggerated grin.

Moon sighed tiredly, before asking, "What did you do now?"

"Wha- What are you talking about? Can't I just call to say hello to my favorite mom?" Star asked, struggling to keep her grin. After some awkward moments of silence, she sighed, "I accidentally turned someone into a werewolf… Can you please come to fix him?"

"I knew it. Be right there in a second, dear," Moon said, before ending the call.

Soon, a hole in the fabric of space and time appeared in Star's bedroom, and Moon Butterfly appeared in the bedroom.

"So, let's have it," Moon said gesturing to Star, "I haven't got long."

Star's eyes widened, and she fell on her knees, sobbing.

"Please, it was a accident! HE BUMPED INTO ME, AND THE WAND WENT OFF!" Star cried and clung to her mother's skirt, "I didn't mean to, Mommy! DON'T TAKE THE WAND AWAY!"

"STAR!" Moon shouted, and Star stopped, "I meant the young man who you transformed, I wasn't going to take the wand away from you!"

Star look at her mother with wide eyes, and blows her nose on her shirt as she stands up.

"R-r-r-really?" Star asked.

"Really! Good gracious, you burned our castle down, I should think I would be more lenient to lesser problems." Moon said.

"Lesser? How is getting turned into a werewolf and a troll, lesser?" Peter piped up.

"Oh, it's quite easy to turn a werewolf back…" Moon paused and looked at Peter, "Wait, who are you? And what troll? And for that matter, where's he werewolf?"

"Oh, he's Peter Parker, I'm staying with his Aunt May," Star said, "And the werewolf is Flash Thompson, our classmate. He's still back at the big game at the school."

"YOU LEFT HIM ALONE WITH OTHERS?!" Moon exclaimed flabbergasted, "STAR BUTTERFLY, DID YOU NEVER PAY ATTENTION TO CURSES 666!? If he bites someone, the curse will be irreversible!"

"Oooooh deeeear!" Peter said in worry, and without Star, or him getting back into their costume (for obvious reasons), they ran out of the house, and back towards the school.

It didn't take long to get back to the school football field, and when they got there, Flash was seen in his football uniform, standing on a pile of bodies, howling at the night sky, his mouth red with blood.

"NO! We're too late!" Moon cried out.

"Yeah, we won!" A nearby student cheered, and so was everyone else watching.

"What!?" Moon, Star and Peter exclaimed.

Indeed, Flash jumped down from the pile of bodies, which moaned and groaned as they climbed off each other. Bruised, and aching, but not bitten or anything. And Star noticed that the blood was coming from Flash's nose, not cause he bit someone.

"Flash! You're bleeding!" Star exclaimed in surprise.

Flash saw Star, his tail wagging as he hurried over with a grin. Moon stepped in front of Star, causing Flash to skid to a stop.

"Uhhh… Hello?" Flash greeted in confusion.

"I am Queen Moon Butterfly of Mewni, are you the one who got turned into a werewolf?" Moon asked.

"Uh, yeah, and it's the greatest thing that happened to me," Flash said, "I trounced the whole enemy team in just a few touchdowns!"

Moon frowned in confusion, and Flash wiped at his nose.

"Oh, sorry, you're Star's mom?" Flash shrugged, "Sorry, one of the guys on the other team elbowed me in the nose. I don't think it's broken, but…"

Moon and Star, and Peter, sighed in relief.

"So, you didn't bite anyone?" Moon asked, nervous.

"Not at all," Flash frowned, "Why?"

"Because if you did, I couldn't do this." Moon crossed her arms, and then crossed her fingers as her eyes glowed blue. "Crossroads dark, and by power of new moon, turn back the wheels of time. Make this wolf man, reverse the times hourglass sand!"

And two beams shot from Moon's eyes, hitting Flash, and he was turned back to normal. Though he spasmed from the transformation.

"Alright, that should do it for tonight. I'm leaving now, Star," Moon said, while releasing a yawn. She opened a dimensional portal and went through it.

"Goodbye, mom! Have a good night!" Star said as she waved goodbye to the queen of Mewni.

Suddenly, loud thudding was heard, causing everyone else to scream and run from the field as Skullnick hurried over to Star, just as the portal Moon went through closed up.

"Was that your mother?" Skullnick asked.

"Yeah?" Star answered.

"The one who turned Flash back into a human?" Skullnick said, shaking with agitation.

"Yeeeeeeeah…" Star drawled, obviously not grasping what had happened.

"AND WHO COULD'VE TURNED ME BACK TO NORMAL!?" Skullnick roared in major upset.

"…Your point?" Star asked after a minute.

"AAAAAAAAAAAAAAHHHH!" Skullnick screamed, "DETENTION, SIX WEEKS!"

"Miss Skullnick, I'm sure she can get her mom back some other time!" Peter cut in to plead on Star's behalf.

"Ohhhh… alright, Peter. Three days then," Skullnick said with a grumble.

As Skullnick stomped away, Star sighed in relief, wiping at her forehead.

"So, yeah, Star…" Flash spoke up, making the others turn their attention to him. He was now in his original human state, though his clothes were torn from his transformation, "I'm sorry, but given how I succeeded in winning the whole game, and now have been transformed TWICE, so to avoid getting turned into something WORSE then Skullnick… maybe it's a good idea, if we don't hang out or anything."

Star stared at Flash, and her previous growing infatuation turned into hot anger.

"You… WHAT?!" Star growled, and pulled out her wand, "I don't believe you! If Brittney didn't confiscate my wand, it wouldn't have gotten stolen, and used against you!"

"Well, what were you doing trying to become a spirit squad member?" Flash argued.

"How about I turn you into a girl, and you can see for yourself the pain and degradation I went through!" Star screamed. She began to wave her wand, and Peter grabbed her from behind to stop any spell casting.

"FLASH, YOU BETTER RUN!" Peter warned.

Flash took that advice, and beat it from the field. And after a few minutes, Star had calmed down and Peter let her go.

"Sorry, Star. I should've warned you, Flash is a major jerk," Peter said.

"Yeah… I do tend to gravitate to jerks," Star said sadly, rubbing her arm in discomfort.

"Well, not always, you got me for a friend, and I'm not a jerk, right?" Peter said helpfully.

Star smiled at Peter.

"You know, you're right, Peter. Who needs good looking, flashy hair Thompson. When I got good buddy, and science nerd Peter Parker?" Star wrapped an arm around Peter to hug him.

"Gee… thanks," Peter said dryly. But he returned the hug happily.

* * *

 **Author Notes: I really hope you enjoyed this chapter. For those that are wondering about Star's temporary crush on Flash in this chapter, that was Dex Cipher's idea. I admit, at first I disliked this idea, because I dislike the thought of Star liking Flash, and because Star already met Flash in chapter 2 and he made a bad impression on her. But it was so well written I had to keep it in. And for those that are wondering why Star has a crush on Flash, remember that Star is a teenage girl and Flash was able to charm her.**


	7. Chapter 7 Green Energy

**Author Note: Hello I apologize for how long this chapter took to post. I been busy. This chapter was written by Dex Cipher and my friend Vanessa Masters add some changes. Three new players are introduce in the story. And will play a big role going forward.**

* * *

It seemed to be just another normal morning in Queens. One of those that seemed to be lacking more and more since a magical princess arrived to town.

"Come oooon! Can't we do something else?" Said princess was currently being dragged against her will into a lecture being held at school.

"You promised that we were going to do whatever I wanted today, remember?" Peter asked as he kept walking towards the auditorium where Dr. Octavius will give his speech.

"Yeah! But I thought we were going to do fun stuff! Like dancing! Or watch a movie! Not this!" Star kept complaining as she slowly walked behind him.

"Are you saying science is not fun?"

"It's not!"

"Then what about your cellphone? Science did that for you." Peter pointed out.

"Okay, science does cool things, but that doesn't make it a cool thing!" Star exclaimed with desperation.

"You can think whatever you want. We are still going! I've been waiting for this speech since I knew Dr. Octavius was going to be the guest this year!" Peter said with enthusiasm.

"Dr. Octrabus? Isn't that the guy you talk about all the time?" Star asked with worry.

"It's Octavius! And yes, I am a big fan of him!" Peter stated.

"NOOOO!" Star lamented as she let herself to fall on her back. "There's no changing your mind! It's all over!"

"Don't be like that. You are supposed to be a princess." Peter reminded her.

"But I don't wanna!" Star reminded him.

Peter rolled his eyes before something else caught his eye. Dr. Octavius had arrived the auditorium.

Excited, he quickly pulled Star back to her feet. "He's here! Quick, let's hurry so we can ask him some questions!" Peter said with a grin as he pushed her magical friend towards the entrance.

"NOOOO! MY FREEDOM! DON'T TAKE ME AWAY FROM MY FREEDOM!" Star shouted in an over exaggerated manner as she just got pushed into the inevitable.

* * *

"Thanks again for coming today, Dr. Octavius!" Principal Skeeves thanked to this year school's guest.

"Please, I find that name to be quite long. Otto will do just fine." The doctor clarified in an even more polite manner. "By the way, could you please remind me of the time I have to start?"

"Somewhere else to be?"

"N-No, not at all! It's just-"

"Don't worry about that, Dr. Octavius! This will be over quickly. Most of our students find science boring, you'll hardly get any questions!" Skeeves exclaimed in what seemed to be a proud attitude.

"Dr. Octavius!" A voice was heard from the entrance of the auditorium.

Skeeves and Octavius turned in that direction, spotting the owner of the voice. Peter Parker.

A smile spread on Otto's face upon encountering the familiar teen.

"Except for that one…" Skeeves sighed before turning back to Octavius. "Sorry to leave you alone with… him, but I gotta go and see that everyone else gets here." Skeeves apologized as he quickly left.

Dr. Octavius rolled his eyes as the short Director left the place, quickly greeting back his friend. "Peter, It's been so long! How have you been?"

"I've been fine! How about you? I haven't seen you since the camp. Have you made progress on your project?" Peter asked with curiosity.

"As a matter of fact, I have." Otto stated with a proud smile.

"Really?! W-What is it?! Is it a big breakthrough?!" Peter asked excitedly.

"Heheh. Sorry, Peter, but you'll have to wait until I give my speech. Just like everyone else." He replied.

"Alright, alright! I'll wait! By the way…"

While Peter and Octavius started talking about… well, science, the princess of Mewni just stood there by Peter's side. Thinking.

"Ughh… They're talking about sciency stuff… What do I do now?" Star wondered in her mind. She turned and looked at the exit. Then, she turned and looked at Peter, still talking with Octavius. "Maybe if I just…" She then proceeded to slowly tip-toe towards the door. The exit calling out for her.

"Hey, don't go."

Star stopped in place,

"I'm sorry I didn't notice you before. What's your name?" Dr. Octavius asked politely.

"Oh, right." Peter walked over to Star and stood by her side. "Dr. Octavius, I want you to meet Star Butterfly."

"Star Butterfly, huh? It is nice to meet you." Dr. Octavius said as he walked up to her and stretched his hand to greet the blonde.

"Yeah, yeah, yeah, yeah. Same." Star greeted the scientist with a forced smile. "Shoot, I should have just run for it!" Star thought.

"I'm glad to hear it. Now tell me, Peter. Is she your girlfriend?" Octavius asked curiously.

"What? No!" The two teens shouted in unison as a slight blush appeared in their faces. "We're just friends!"

"Ahh, young love. It reminds me of my youth!" Octavius said as some memories came back to his mind.

"We're not dating!" They both shouted again.

"You two look great together! As youngsters would say nowadays, you two are my "canon ship" or something like that."

"Please don't say that." Peter asked his idol while looking at him with embarrassment.

Just in that moment, the students started to arrive, quickly filling the auditorium.

"It seems we'll have to talk some other time. Why don't you go have a seat for now?" Octavius suggested, but the two teens had already left. Feeling too awkward for the moment to stand there. "Well, I guess they're just excited." He told himself before walking back to his place and picking up the microphone.

Meanwhile, Peter and Star picked up the first front seats that they found.

"Hello everyone, thanks for receiving me here today." Dr. Octavius started his speech.

Behind him, Principal Skeeves raise a sign with the word "APPLAUSE" written in it. The students obeyed and received the doctor with a round of applause.

"Oh! It's Simon says! I wanna play too!" Star exclaimed excitedly as she started clapping as well.

Peter just rolled his eyes.

"Thank you, thank you all. Now, I'm here to talk you about my investigation. But first, tell me, how many of you use electricity as your main source of energy in your daily life?"

Skeeves now raised a new sign. This one had "RAISE YOUR HANDS" written on it.

Everyone did as they were told, Star still playing along.

"Well, now I ask you, have you ever considered what will happen when that is not a thing anymore? What would you use to do all the activities you do now in a world without electricity?"

This seemed to startle some members of the audience a little bit. Some worried and doubtful murmurs could be heard.

"I have wondered that as well. But no matter how much I tried to think on a solution, I could not find one. Well, that was until one day. One fateful day when I found a peculiar something. The whole core of my investigation. Members of the audience, I'd like to introduce you to the "Green Energy." The key to the future." Dr. Octavius exclaimed as he spread out his arms in a theatrical way.

At this point, some students were already interested in what the guest had to say about his research.

"Green Energy is a recently discovered source of power that has the possibility to have much more potential that wind or solar power. It actually has other properties that can be utilized for something more than a source of power. Let me explain this to you by comparing it with other forms of energy…"

Dr. Octavius starts explaining and illustrating the students about the different benefits of green energy and the things that make it so different and special from others kind of energies that exist in the universe. The speech goes on, the guest explains his investigation and how much progress he has made.

Then, it concludes. With a respectful bow, the guest thanks everyone's attention. Principal Skeeves, who had fallen asleep during the whole thing, suddenly woke up and quickly rose the "APPLAUSE" sign again.

All the students that are still awake start applauding, waking up the ones asleep with the noise for them to join them.

Star, who also feel asleep during the speech is woken up by Peter and starts applauding alongside the rest.

"Yeah… Wooo… Beam Energy for everyone…" She says while being half asleep.

"Thank you very much! It is so nice of you. Now, do you have any questions?" Octavius asks with curiosity.

Principal Skeeves tells his students to say no by shaking his head. This action while being hidden behind Dr. Octavius.

"You aren't going to ask questions, are you?" Star asked with worry.

"Not now."

"Phew, what a relief."

"I plan on doing that after everyone leaves." Peter completes.

"What?! Ughhh…" Star laments while dropping deeper into her seat.

Most of them stay quiet, obeying the Principal's command. But one of them stands up, gaining everyone's attention.

"Hey, Doc O! I DO have a question!" The student exclaims.

"Yes? What is it?" Octavius asked with curiosity.

"Well, first I wanna say that your investigation on that green stuff sounds pretty darn amazing!"

"Well, thanks for your kind words. I appreciate them very much."

"But why would we use it now that we have magic?" The student asked with a smug expression on his face.

Everyone seemed to agree with their classmate. The room was quickly filled with whispers and voices.

"Ah, yes. I have heard about it. If my knowledge is correct, it seems like there is an actual magical princess from another dimension in town. I have yet to meet her." Dr. Octavius responded.

"Pfft! Talk about bad memory, right?" Star whispered to Peter.

Peter hushed her, trying to hear what Otto had to say.

Star, upset, crossed her arms and sat deeper into her seat.

"If what I've been told is correct, magic seems to be like a new way for us as mankind to access new elements. It can even be the key to creating an infinite source of energy! Unfortunately, we do not seem to have the tools or science to create such a thing just yet." Octavius explained.

"What?! He wants my magic for some nerdy stuff?!" Star exclaims with a loud whisper.

"He just wants to help people with it." Peter replies in Otto's defense.

"I think I can help them by myself! I'm Farfalla for crying out loud." She whispered in the same loud way. None of them noticed, but a green color replaced the blue in her eyes for just a split second.

"Star! Shhh!" Peter hushed her, looking around alarmed. Fortunately, nobody seemed to hear the blonde. Peter sighed with relieve.

"Sorry, I forgot it was secret!" Star apologized.

In that moment, his cellphone rang. Otto looked closely at the caller as his eyes widened in surprise. "Oh my, excuse me, but I am required in another place at the moment. I'm sorry for cutting this short and thanks for your attention! Have a nice day!" He said as he quickly left the stage followed by a round of applause.

"That was all for today! Thank you for coming, everyone!" The Principal exclaimed enthusiastically before adding, "Now get out of here!", with the same gleeful smile.

* * *

Star yawned while walking out of the school. "Well, that was one heck of a way to take a nap…" She said while rubbing her left eye.

"Sure, whatever." Peter replied while rolling his eyes. "Hey, do you have my camera by any chance?"

"Huh? Oh! You mean this magic pictures box, right?" Star asks as she pulls the camera behind out from behind her back.

"Why do you call it like that? Your cellphone comes with a camera as well!"

Star shrugs. "Anyways, why do you need the magic picture box?"

Peter sighs. "Because I need it to go to work."

"Work? Wait, so you have a job?!" Star exclaims surprised.

"You didn't know? You've been living with me for the last three weeks! Have you been paying any attention during that time? Star?"

"Look! A butterfly! Let's chop it in half!" Star exclaims as she transformed her wand into an axe and started to chase down the poor bug.

Peter did the best he could to not face palm at this behavior. "As I was saying, I must be going. See ya la-"

"Wait! You still have to tell me where you work!" Star interrupts, demanding an answer.

"Umm… Well… Do you remember the newspaper that aunt May reads every morning?"

Star tries to remember, but can't.

After some seconds of silence, Peter decides to help her out. "The one that always says bad things about me- I mean! About, Spider-Man?"

"Oh, yeah, yeah, yeah, yeah! That one! What about it?"

"Well, that's kinda where I work."

"WHAT?!" Star exclaims. "You work in a pile of boring paper?! How do you do that?! Do you use some kind of dark magic to get in there, or what?"

"What? No, no, no! What I mean is that I work as a photographer in the place where the newspaper is made! Not in the literal newspaper!" Peter clarified.

"Oooooh! That makes sense!" Star said while nodding her head in understanding, but a thought quickly crossed her mind, making her curious. "But wait. If you work where the boring paper is made, then why don't you tell them to not write bad about you- Spidey! I said Spidey!"

"Well, it's not like I haven't tried! But I think my boss loves to talk bad about him."

"What kind of person likes to talk bad about others? Especially about Spidey?"

In that precise moment, a voice called out Peter's name. People say that you must be careful when talking of the devil, because it can sometimes appear before you, making you tremble with its mere presence.

J. Jonah Jameson doesn't seem to be the kind of guy to be compared with the devil himself, but Peter couldn't help but to do so.

"Parker! There you are!" Jameson exclaims with its usual angry tone.

"M-Mr. Jameson! What are you doing here?" Peter asks with surprise.

"Not so fast, Parker! I'm the only one who can make questions in this city. Got that?" He quickly stated, imposing his authority.

"Y-Yes, sir! Sorry, sir!" Peter apologized to his boss.

"Good. Now, why aren't you at the office? I need more photos of that spider freak! I heard he was seen being carried in a baby stroller by another bug freak." He asked his young employee.

"Oh, you mean like this?" Star asked as she made the photo appear with a move of her wand.

"Hmm? And who the heck are you? Lemme see that." Jameson says as he quickly grabs the photo of Star's hand.

"Hmm… Well, it is not as bad as Parker's pictures. I'll give you twenty dollars for this, kid." Jonah offers as he pulls out the money out of his back pocket.

"DEAL!" Star shouts excitedly as she grabs the money from the man's hand.

"Heheh, I like your attitude AND your answer!" Jameson says while eyeing the girl in front of him. He suddenly notices a detail that changes his mad expression for a curious one. "Wait a second… Blonde hair, blue eyes, hearts in the cheeks… Tell me, is your name Star Butterfly by any chance?" He asks with a slightly politer tone.

"Uhh…" Star hesitates for a moment; she looks at Peter who is giving her strange signs from behind his boss.

"Don't", whispers Peter, with the small hope that Star might hear him.

"Yes?" Star answers.

Peter face palms.

"Oh, this is just perfect! So you were here because you wanted to get an exclusive for your boss, am I right?" J. Jonah asks Peter as he wraps an arm around his shoulders.

"Actually…" Peter starts to explain, but is quickly interrupted.

"You shouldn't have bothered, kid. But since you already did, then I might at least give you a raise! 5 more dollars! How does that sound?" He exclaimed as he pulled out said money and gave it to Peter.

"Only five?" Peter asked with disbelief.

"I didn't ask for your opinion!" He shouted, silencing any further objections. "Now, how about if we all head back to the office and start making that exclusive?" Jonah asks the princess of Mewni with slight excitement.

"An exclusive? What's that?" Star asks with curiosity.

Just in that moment, an explosion is heard in the distance. A bomb just detonated near Oscorp industries. Screams of the people can be heard from not so far away.

"Holy Mackerel! What was that?!" Jonah exclaims with surprise as he releases his grip on Peter. "This seems like big news! Parker, with me! We are going there!" He orders.

"Y-Yes! Just let me go and grab my camera from my locker!" He excused himself as he ran into the school.

"Hey! Wait for me!" Star shouts while running behind him.

"Argh! You rookie! Fine, I'll meet you there!" With these words, Jameson leaves the school, rushing towards the place of the incident. Not caring about the explosions that are still coming from the place.

Meanwhile, Peter and Star are running through the almost empty corridors. The few students in there are more focused while trying to look out of the windows to see what is happening.

"Peter! Wait! I have your camera right here!" Star shouts.

"I know!" Peter replies.

"Then why are you running for your camera?"

Peter quickly enters an empty classroom and Star follows from behind. "Because we seem to have more important things to do, Farfalla."

Star, excited, celebrates with an energetic, "Aw yeah!"

* * *

"AHAHAHAHAHA!" This maniac laughter could be heard from the top of the Oscorp building. A terrifying creature with green skin, purple clothes and pointy ears was the owner of it. This creature could not help but to laugh as he annihilated everyone that dared to come across its path between him and his target.

A simple man that has been holding the ownership of the company for a few amount of time.

The man in question was cowering in fear, backing away from the disturbing creature as this one approached at him by riding a flying device.

"Hello, Mr. Head of the company. It is nice to meet you at last!" The creature started to talk with its high pitched voice and twisted expression. "I bet you have sacrificed a lot to reach this spot. But tell me this…" The creature grabs the man by the neck, choking him.

The man desperately brings his hand to his neck, trying to break free from the grasp.

The creature slowly flies towards a big broken window. "Do you know how does it feel to fall to the bottom from the very top?!" He shouts and then throws him out of the window.

The man screams, fearing for his life as he falls. The people from bellow look at this scene with fear and anguish.

Fortunately for them all, their friendly neighbor Spider-Man has arrived just in time to save this man. Catching him in mid-air and using his web shooter to form an improvised giant spider web where the two of them land safely before impacting against the floor.

Everyone cheers and sighs in relief, aside from the green mad creature who is watching this scene from above.

"Are you alright?" Spider-Man asks to the man with worry.

The shaken man takes deep breaths before replying. "Yes… Yes, I'm fine… I just… need five minutes…" Through pants, the man decides to just relax in the web where he was currently lying into.

"C'mon, Spidey! Let's go!" Farfalla exclaims as she passes by, flying at top speed all the way to the top.

"Hey! Wait!" Spidey shouted as he used his web shooter to start climbing his way upwards as well.

The unknown creature looked at this with an expression that seemed to be a mixture between angry and pleased, but was still difficult to tell. "So the spider has come out to play, huh? Then let's see if he likes my toys, haha!" The green monster pulled out a pair of pumpkin like grenades and threw them at the two heroes.

Farfalla managed to catch one of them and inspects them curiosly. "Huh? What is this?"

"Throw it away! Throw it away!" Spidey shouts by recognizing the weapon. Using a string of web, he grabbed the other grenade and throw it at the side of the building. This one exploded in midair without damaging anything or anyone.

Well, Spidey did, I mean he recognized the weapon, but I think this was written for how Star would see the goblin, not yet told about him by him.

"Yeah, yeah… I just kinda got caught off guard by that scary looking and explosive thingy."

Spidey chuckles a little bit. "Alright, then how about if we make a new rule? All stuff thrown at you is bad stuff. Unless is being thrown by a good guy, got it?" He says while offering her a helping hand.

Farfalla grabs onto his shoulder and uses it to stand on her feet, completely ignoring Peter's hand. "Sure, why not?" She then replies with a smile.

"Especially thrown by Goblin." Spidey said with a firm tone.

"Wait...THAT was 'The Green Goblin?" Farfalla exclaimed.

"The one and only," Spidey said with a grim tone. "You are very lucky to have gotten away by only being slightly banged up."

Farfalla shuddered, as having come close to the creature, and now having a name for it. The Green Goblin was even more twisted then she imagined, or like any other Goblin for that matter.

"Okay, well, here's to us not meeting him again anytime soon," Farfall declared, Spidey nodding in agreement.

Both heroes then left with the intention of going back home for the day.

Meanwhile, Dr. Octavius, who was just passing through, looks at the two heroes while they leave. A smile formed in his face. "It is relieving to know that there are good people in this city after all." He tells himself before noticing a strange liquid lying in the ground.

A colorful liquid with all the colors of the rainbow into it.

Octavius curious nature kicked into action, grabbing a dropper out of his pocket and proceeding to extract the small amount of that substance. "What is this?" He asked himself while looking at it with curiosity.

* * *

Back at the Parker's residence, Peter and Star arrive at home.

Star opens the door energetically as she shouts. "We are here! And we brought hamburgers for everyone!"

Immediately after that statement, Theresa ran at the door. "Where's mine? Where's mine?" She asked, barely containing her excitement.

"They're all riiiight here!" Star says as she placed the bag in the table. Then, with a move of her wand, the table was all set and the silverware was alive and happy to serve.

Aunt May then came into the kitchen, looking at the living spoons and forks. "So, do I still have to wash you, or can you do that yourselves?"

Star sits down, grabs her hamburger and before she can give it a bite, Peter interrupts her.

"Hey, can I talk to you for a moment?"

"Can't you wait? I wanna eat my burger! My sweet and greasy burger." Star says while drooling over her meal.

"It'll be just for a minute." Peter reassures.

"Ugh! Fine, I'll go." Star agrees while rolling her eyes with annoyance. "What does he wants now?" Star thought to herself.

* * *

"You want me to take pictures, too? Why?" Star asked confused.

"Because I need to take more pictures like these and like the one you sold Jonah today." He says as he shows the pictures he took today during the fight against the unknown villain who Star decided to call "The Green Goblin" for obvious reasons. "I need to get more money to help aunt May."

"I dunno… Would I have to carry a camera all day like you do?"

"Well, you can't exactly take pictures without a camera, can you?" Peter asked with irony.

"But the camera will make me look soooo laaaaame."

Peter, pushing aside the feeling of being offended, tried something to convince her. "If you help me, I'll give you enough money to buy candies…"

"DEAL!" Star shouted excitedly as she shook Peter's hand up and down. "Don't worry about a single thing, my partner in crime! I will be the best picture taker that this dimension has ever seen! All in the name of candy!"

"Thank you. I knew I could count on you." Peter said with an unimpressed tone.

"You can always count on me! Now let's go back to the burgers!"

* * *

At night, in Octavius' lab, said scientist had just finished analyzing the strange substance that he found earlier that day.

"T-This is incredible!" He exclaimed, amazed by the discovery. "This element might be the answer to all of our past and even future problems! I… I need to get more of this! I need to test it, run experiments and know it all about it! But where can I find more?"

"I may have an answer for you, Dr. Octavius…" An ominous voice echoed in the lab.

"W-What? Who is there?"

"That doesn't concern you… Now tell me, good doctor, what are you willing to do to get your hands into more of this MIRACULOUS new element?"

Octavius remained silent, not knowing the answer to that. "What do you want?"

"Easy, I want your science. Your inventions, your machines and your substances. And in exchange…" A pair of yellow eyes appear in the shadows, looking calmly at the Otto. The creature in question stepped out of the shadows, making the scared doctor to gasp and back away. "I'll give you all the magic you could possibly want…"

Otto gazed at the strange creature with fear, lacking any word.

"So, is it a deal?"


End file.
